Sprint will have majority ownership in Clearwire, including its lucrative wireless spectrum.

Sprint-Nextel will gain majority control over its beleaguered wireless partner Clearwire with the $100 million acquisition of Craig McCaw’s stake in the wireless company he co-founded.

Sprint already controlled 48 percent of Clearwire, which provides many Sprint customers with 4G WiMAX service, but today’s purchase will give Sprint more control over Clearwire’s considerable wireless spectrum holdings.

Jeff Kagan, an independent telecommunications analyst this morning told Bloomberg News Sprint’s acquisition will make a Sprint-Clearwire combination more attractive to Softbank, which is buying a controlling interest in Sprint and wants firm ground in the U.S. market.

“It gives the combined company much more spectrum, much more ability to deliver services,” Kagan said.

But Sprint denied it was seeking a complete acquisition of Clearwire, which still has Intel and cable operator Comcast as part-owners.

Clearwire’s planned 4G TD-LTE network upgrade due to launch in 2013 is also a comfortable fit for Sprint’s new partner — Tokyo-based Softbank, which uses the same technology on its own 4G network in Japan. Softbank last week announced it would pay $20.1 billion for a controlling interest in Sprint-Nextel.

[flv]http://www.phillipdampier.com/video/CNBC Faber Report Sprint Gains Control of Clearwire 10-18-12.flv[/flv]

CNBC covers Sprint’s announced acquisition of a controlling interest in beleaguered Clearwire, and what impact the acquisition will likely have on Sprint shareholders. (3 minutes)

The parent company of T-Mobile USA has agreed to buy MetroPCS in a reverse stock split that leaves parent Deutsche Telekom able to eventually spin off the combined entity as an independent company and exit the U.S. market.

The merger will bolster T-Mobile’s mobile spectrum in several large cities, with up to 20MHz available for a robust LTE 4G network, better positioning the company to compete with third-place Sprint.

T-Mobile plans to decommission the smaller carrier’s CDMA network by 2015, gradually shifting  MetroPCS users to T-Mobile’s HSPA+ and LTE networks as customers purchase new equipment. MetroPCS customers will find T-Mobile phones for sale immediately after the deal closes.

“We have no plans to smash together T-Mobile’s GSM and MetroPCS’ CDMA customers together,” said T-Mobile CEO John Legere, defending against any comparison with the Sprint-Nextel merger. “We will be encouraging customers to switch to T-Mobile’s network as customers upgrade their phones.”

Legere says any customers still using MetroPCS’ network during the last 8-12 months before the network is decommissioned will be offered a strong incentive, such as a deeply discounted phone, to move.

Legere

Legere adds the deal will cement T-Mobile’s position as America’s only nationwide carrier offering truly unlimited 4G HSPA+/LTE wireless data service. Sprint’s network still largely depends on 3G and an older, slower standard called WiMAX. Legere says T-Mobile will now become the nation’s largest no-contract phone carrier, and will emphasize it welcomes customers who bring their own phones to the carrier.

Legere adds T-Mobile’s new 4G network will be able to rival the quality of its larger competitors when it is fully deployed.

“The T-Mobile and MetroPCS brands are a great strategic fit – both operationally and culturally,” René Obermann, the chief executive of Deutsche Telekom, said in a statement. “The new company will be the value leader in wireless with the scale, spectrum and financial and other resources to expand its geographic coverage, broaden choice among all types of customers and continue to innovate.”

But the merger also may trigger an even larger wave of wireless consolidation in the industry, as remaining players jockey for position in response to today’s announcement. Both Sprint and Leap Wireless, which owns Cricket, are under increasing pressure from investors to respond. Leap Wireless could soon face a takeover bid itself, either from T-Mobile USA or Sprint. Some investors are even calling for Sprint and T-Mobile to merge, becoming a more effective competitor for Verizon and AT&T.

The proposed  merger still needs approval from the Federal Communications Commission. Regulators are not likely to oppose deals with either MetroPCS or Leap Wireless, as both smaller carriers operate networks that largely do not overlap and both hold only a minuscule market share.

German investors wary about T-Mobile’s new emphasis on prepaid service, considered a negative in Europe, were reassured by Legere that Americans pay higher prices for prepaid, no contract service than what is prevalent in Europe.

The combined T-Mobile/MetroPCS remains the fourth place carrier with 42.5 million customers. Sprint has 56.4 million customers.

[flv width=”640″ height=”380″]http://www.phillipdampier.com/video/T-Mobile CEO Speaks About Combined Company with MetroPCS 10-3-12.flv[/flv]

T-Mobile CEO John Legere talks about the benefits of combining T-Mobile USA and MetroPCS. “This isn’t a deal to survive – it’s to thrive.” (5 minutes)

Alltel Service Areas Sold by Verizon Wireless to AT&T

When Verizon Wireless won approval of its takeover deal with formerly-independent wireless carrier Alltel, the federal government required Verizon to divest itself of Alltel’s assets in areas where the combined company would have a mega-share of the local wireless market.  The majority of affected customers, particularly in Montana and the Dakotas, were eventually acquired by AT&T, which uses a completely different network standard.  Customers were handed new phones that work on AT&T’s GSM network, but have since discovered those phones have little use in wide areas where AT&T simply doesn’t deliver a signal.

Even worse, Verizon’s robust network across the region is off-limits for roaming purposes, forcing customers that were perfectly satisfied with Alltel ready to throw their AT&T phones off Mount Rushmore.

“We got stuck with AT&T, which doesn’t care about the rural areas,” Mark Freeman of Harlowtown, Montana told a visiting reporter with the Wall Street Journal.

In the Black Hills, where AT&T’s network is as spartan as the landscape, some customers waited months before they could actually make and receive phone calls in places where Alltel’s old network (and their roaming agreement with Verizon Wireless) suited local residents just fine.

“We’ve been getting dropped calls, missed calls, and [have trouble] servicing [ATM] machines,” said Bill Huffman, an armored car worker in Sioux Falls frustrated by AT&T.  Area ATM machines depend on AT&T’s wireless network to alert drivers when local cash machines run low.  But AT&T’s network isn’t dependable, according to Huffman.

Ironically, customers are flocking to the carrier that would have been their new provider to begin with if not for the federal government divestiture order: Verizon Wireless.

[flv width=”512″ height=”308″]http://www.phillipdampier.com/video/WSJ In South Dakota Dropped Calls and Dead Spots 11-27-11.flv[/flv]

Verizon Wireless stores in the region have suffered periodic equipment shortages ever since AT&T switched on their own, less satisfactory network.  That’s because AT&T customers are dropping their contracts at a rate rivaling the number of calls AT&T itself drops across the region.  The Wall Street Journal visits with perturbed local residents in Montana and South Dakota.  (4 minutes)

Irony: Chesonis' 2007 book has this description on Amazon.com -- "When you put people first, you win. When you operate by the highest principles, you'll see the results in the bottom line. When you put a caring heart into how you operate, in your organization and your community, you build the only true foundation of long-term success."

Eight acres of rubble and a big hole in the ground.

That’s what residents of Rochester, N.Y., are calling the former site of Midtown Plaza, America’s first indoor shopping mall, torn down to make room for the new headquarters of PAETEC Corporation — headquarters that may never be built.

Now the city of Rochester has declared war on the proposed acquisition of PAETEC by Little Rock, Ark.,-based Windstream, suggesting the combined company may renege on its commitment to construct new headquarters in downtown Rochester after New York State and Rochester city taxpayers spent $60 million on an economic development package for the company.

In a letter to the Federal Communications Commission, the mayor’s office declared its official opposition to the merger proposal, citing the economic impact of wasted tax dollars and the deal’s impact on local jobs:

The Commission will note from the body of this correspondence that the City may be negatively affected if the transfer of PAETEC to Windstream takes place. The federal, state and local governments have worked to develop the site for the purpose of establishing a PAETEC headquarters in Downtown Rochester; tailoring a development package and investing millions to make this location shovel ready for development. New York State provided the Project’s most significant monetary investment, proceeding with the understanding that the Project would retain and grow employment in the Rochester region. It is in the public interest to examine, not just the financial and planning impact that this will have on the City, but to also study the effect this will have on employment, the communities surrounding the City and the lives of the individuals who may be affected.

[…] In anticipation of the PAETEC Project, New York State and the City invested $60 million to demolish the former improvements on the Midtown Site and create a shovel ready building site. To insure the success of the PAETEC Project, the City produced a development package (“Development Package”) which expedited and customized the demolition of the existing buildings at the Midtown Site to accommodate PAETEC’s construction schedule and provide a foundation for PAETEC’s corporate headquarters.

[…] The Development Package was intended to benefit a New York State employer and help that employer retain its current employees and hire additional employees to grow its business. Despite all the efforts of the City to facilitate and provide the positive economic environment for the PAETEC Project, Windstream has indicated that it intends to reduce PAETEC’s current 850-employee Monroe County workforce.

The two companies filed a joint response with the Commission essentially telling the city to stay out of the merger deal, and their concerns about PAETEC’s headquarters and how many jobs will ultimately be lost are not within the Commission’s power to review anyway.

PAETEC CEO Arunas Chesonis, who earlier put the highest praise for his company’s success on the employees who helped build it into what it is today, told a group of fellow business leaders a different story than he told readers of his 2007 book.

“For people who feel let down, we in Rochester should want to be let down like this 50 times a year,” Chesonis said. “Rochester will be a major operating center for the company. So along those lines, we have to figure out how many jobs will be in Rochester. We should be talking about the people that are going to lose their jobs. What are those people going to do next?”

Presumably collect unemployment, critics charge.  Among them is former Mayor William Johnson, who has criticized the city for bending over backwards for the ever-evolving plans for new PAETEC headquarters, which have been downsized repeatedly since they were originally announced.  Johnson thinks Windstream may have effectively put a knife in the back of taxpayers and the mayor’s office, and could ultimately exit the city of Rochester leaving countless local employees out of work.

Windstream seems resolute in its plans to cut what it calls “duplicative staffing positions.”  It reminded the FCC the agency “has routinely approved transactions in which—as will be the case in this transaction—increased efficiencies and economies of scale and scope are expected.”

That is code language for PAETEC employees: Update your resume.  You may need it.

[flv width=”640″ height=”380″]http://www.phillipdampier.com/video/WHEC WHAM Rochester PAETEC Windstream 10-11.flv[/flv]

Finger-pointing over a messy, uncompleted downtown construction project. PAETEC may be planning to renege on a $60 million taxpayer-financed economic development package after it announced plans to merge with Windstream.  Reports from WHEC and WHAM-TV.  (6 minutes)

Independent phone company Windstream this morning announced its intention to acquire business telecommunications provider PAETEC Holding Corp., in a transaction valued at nearly $2.3 billion.

“This transaction significantly advances our strategy to drive top-line revenue growth by expanding our focus on business and broadband services,” said Jeff Gardner, president and CEO of Windstream. “The combined company will have a nationwide network with a deep fiber footprint to offer enhanced capabilities in strategic growth areas, including IP-based services, data centers, cloud computing and managed services. Financially, we improve our growth profile and lower the payout ratio on our strong dividend, offering investors a unique combination of growth and yield.”

PAETEC, based in suburban Rochester, N.Y., has been a business telecommunications provider since 1998, and many of its founding employees joined the company from locally-based Rochester Telephone Corporation, its long distance subsidiary RCI, and a competing long distance competitor ACC — today all long-gone.

For residents of Rochester, the implications of the merger could literally leave a hole in the center of downtown, where construction of PAETEC’s pre-merger headquarters was just getting underway.  With the recent demolition of Midtown Plaza, what local residents today call “the big hole in the ground” could be there a long, long time if Windstream abandons construction plans.

In December, then-mayor Robert Duffy (now New York’s Lieutenant Governor) took PAETEC founder and CEO Arunas Chesonis at his word that the company’s new headquarters would be built in downtown Rochester — a project that would never have been started without substantial tax credits, loans and grants backed by New York taxpayers.

“More than three years ago, Arunas Chesonis called me on the phone and said if the City and State would demolish Midtown Plaza, he would build the corporate headquarters of PAETEC on that site,” said Mayor Duffy late last year. “Despite the worst economic downturn since the Great Depression and having endless options to locate his company, Arunas Chesonis stayed true to his word. The rebirth of downtown Rochester now has a key cornerstone to build on.”

Now those plans may be gone with the Windstream.

Midtown Plaza was demolished to make room for PAETEC's new downtown Rochester headquarters, a project which may now be up in the air. (Picture courtesy: YNN)

The all-stock deal is expected to close in six months, and Windstream hopes to capitalize on PAETEC’s extensive fiber network and data centers to bolster service to its own business customers.  The increased capacity would also deliver improved service for the company’s residential DSL customers with a more robust Internet backbone.

Windstream, based in Little Rock, Ark., has been transforming itself away from its roots as a residential landline provider into a business and broadband services company, and today’s deal is an extension of that.

The company expects to win at least $100 million in new synergies from the merger, based on reduced capital expenditures required to build out Windstream’s own network, and from reduced costs from being a larger volume player.

But Windstream is also well-known for other cost-savings, through massive job cuts at the firms it acquires.  Last June, hundreds of workers at Iowa Telecom learned that.  After Windstream’s acquisition of D&E Communications in Pennsylvania, nearly 80% of D&E’s employees were shown the door.

For nearly 5,000 PAETEC employees, almost 900 of which live and work in Rochester, updating resumes may have just become job number one.

That’s ironic for a company whose founder wrote his own book: It Isn’t Just Business, It’s Personal: How PAETEC Thrived When All the Big Telecoms Couldn’t.

The first chapter is called “Putting People First,” and explains how the management of PAETEC recognizes the value its employees bring to the company: “Success in business begins and ends with people: the people you hire, the ones you partner with, and the ones you serve as your customers.”

Employees this morning may be wondering if Windstream shares Chesonis’ philosophy.

On this morning’s conference call, Windstream executives spoke about efforts to identify and preserve talented members of PAETEC’s executive management team as part of the newly-expanded company.  They had nothing to say about rank and file employees.

[flv width=”640″ height=”380″]http://www.phillipdampier.com/video/WHAM Rochester PAETEC Deal 8-1-11.mp4[/flv]

WHAM-TV spoke with George Conboy of Brighton Securities about this morning’s merger announcement, and the major implications the deal will have on PAETEC’s home base — Rochester, N.Y.  (5 minutes)