Crumpton

NAACP national board member and former Missouri Public Service Commission member Harold Crumpton believes that combining AT&T and T-Mobile will create 100,000 new jobs, despite the fact both companies have promoted “cost savings” from eliminating redundant services and winning “increased efficiencies.”

That’s code language for layoffs, and it has been that way with every telecommunications merger in the last decade.  But Crumpton prefers to deny reality in a guest opinion piece published today in the St. Louis Post-Dispatch:

Most mergers result in — and pay for themselves with — job losses and higher prices. Not this one.

If, to use the government antitrust lingo, there is a “relevant product market” for this merger, it would be “jobs” because jobs are the No. 1 product of the broadband factory. The AT&T and T-Mobile merger is structured as an engine of job creation — yielding 100,000 new jobs by delivering on President Obama’s call for a national high-speed broadband network. That’s far more jobs than would be lost because of AT&T and T-Mobile overlaps.

Ironically, AT&T announced the repatriation of 5,000 call center jobs and pledged not to terminate call center employees because of the merger. Two hours later, without warning to AT&T, the Justice Department filed its suit. Suffice to say that President Obama, our greatest champion of job creation, was not well-served that morning.

How will AT&T produce all these new jobs? By creating the first national next-generation high-speed (4G) mobile network. The merger is what will make the network possible, and it will do that by aggregating and redeploying spectrum T-Mobile can’t use for 4G. In this way, the network would reach 55 million more Americans than 4G currently reaches.

AT&T couldn’t have argued the case better.  Oh wait.  They have, in the company’s advocacy package mailed to the NAACP and dozens of other groups who receive the company’s financial support.  Those talking points inevitably end up in the guest editorials penned by Crumpton and others.

While the bloom is clearly off the rose of the AT&T/T-Mobile merger, thanks in part to consumer groups and the U.S. Department of Justice who filed a lawsuit to stop it, AT&T is still flailing about trying to find some way to get the deal done, if only to avoid the outrageous break-up fee self-imposed by the telecommunications giant if the deal falls apart.  AT&T’s promise to bring an end to the obnoxious practice of offshoring their customer support call centers — if the merger gets approved — has been compared with blackmail by some customers who have spent an hour or more negotiating with heavily accented customer support agents that companies like Discover Card routinely mock.

AT&T promises customers a solution to the "Peggy Problem" if their merger with T-Mobile gets approved.

It clearly wasn’t enough to move critics of the deal to reconsider — AT&T could voluntarily hire American workers who speak the language of their customers for the benefit of those customers with or without a merger with the fourth largest wireless carrier in the country.

Crumpton argues President Obama was not well served by the Justice Department.  Consumer groups argue T-Mobile and AT&T’s customers will not be well-served if this merger ever happens.

As Stop the Cap! has repeatedly argued, both AT&T and T-Mobile will construct 4G mobile broadband networks in all of the places where the economics to deploy those networks makes sense.  No more, no less, no matter if AT&T and T-Mobile are two companies or one.

Crumpton might as well have argued the merger would deliver 4G service to Sprint customers as well.  It’s the same disconnected logic.

Crumpton thinks AT&T’s high-priced, heavily-capped 4G network will somehow solve the pervasive problem of the digital divide — the millions of poor Americans who can’t afford AT&T’s prices.  Incredibly, Crumpton’s answer is to allow one of the most price-aggressive, innovative carriers in the country favored by many budget-conscious consumers to be snapped up by the lowest rated, if not most-hated wireless company in the country.

It just doesn’t make sense.  But it does make dollars… for the NAACP, which receives boatloads of corporate money from AT&T.  It’s no surprise the pretzel-twisted logic that drives merger advocates like Mr. Crumpton comes fact-free.  The money makes up for all that.

“The NAACP stands ready to work with the public and private sectors to ensure that every American has an equal opportunity to participate in and benefit from this awesome ‘broadband revolution,'” Crumpton writes.

We can only hope that is true.  The NAACP can get started by admitting publicly it receives substantial support from AT&T and it will either agree to remain neutral in corporate advocacy issues to avoid conflicts of interest, or return AT&T’s money.  After all, it sounds like they need it to build the digital divide-erasing 4G network Crumpton is purportedly so concerned about.

Verizon Communications was supposed to have a “neutral” position regarding the takeover bid by AT&T to absorb T-Mobile, but Lowell McAdam, CEO could sit on his hands no longer, and told the Wall Street Journal “the match had to occur” and cautioned if the government blocks the merger, it needs to cough up more spectrum for wireless companies like his, and fast.

McAdam made those comments earlier today at an investor conference on the afternoon of the first court hearing on the Department of Justice lawsuit to derail the $39 billion deal.

My Breakfast With Julius

McAdam has the luxury of getting his point across directly with Washington’s movers and shakers.  While consumers continue to clamor in overwhelming numbers against the idea of T-Mobile being absorbed into a super-sized AT&T, McAdam enjoyed breakfast with Federal Communications Commission chairman Julius Genachowski.

Consumers don't have the luxury of breakfast with the chairman of the FCC

“I have taken the position that the AT&T merger with T-Mobile was kind of like gravity,” Mr. McAdam said. “It had to occur, because you had a company with a T-Mobile that had the spectrum but didn’t have the capital to build it out. AT&T needed the spectrum, they didn’t have it in order to take care of their customers, and so that match had to occur.”

“So in my discussions with the FCC and folks on the Hill, if we want to stop or if the government wants to stop a merger like that, they need to then step up and say, this is how we are going to get spectrum in the hands of people,” he said.

Mr. McAdam said that can be done through secondary auctions, incentive options or freeing up additional spectrum. He said the wireless industry needs more spectrum, and the FCC will be “very focused on delivering that.”

McAdam didn’t say T-Mobile could have always sold its unwanted spectrum to AT&T instead of entering into a $39 billion dollar merger deal that will further reduce wireless consumers’ choice in carriers.

Unfortunately, consumers bringing delicious breakfast pastries and a point of view about wireless consolidation are unlikely to find themselves sharing a cup of joe with the head of the FCC.  They can’t even be trusted with the FCC Chairman’s direct phone number, which executives at AT&T and Verizon both have.

No Second Cup of Coffee for Jittery Investors

Investors may not want a cup of coffee themselves, considering the jittery reception some have had to news Verizon would forgo a recurring dividend and spend money at wireless spectrum auctions instead.

“When it makes sense, we’ll have a dividend,” he said. “When there’s a better first use for those dollars, we’ll do that with it, and the dividend will either be on a hiatus or less.”

Not satisfied with relying on the U.S. Department of Justice to protect the competitive marketplace for cell phone service, Sprint Nextel today brought suit against AT&T, Inc., AT&T Mobility, Deutsche Telekom and T-Mobile seeking to block the proposed acquisition as a violation of Section 7 of the Clayton Act. The lawsuit was filed in federal court in the District of Columbia as a related case to the Department of Justice’s (DOJ) suit against the proposed acquisition.  It has been assigned to the same judge handling the Justice Department’s own lawsuit — Judge Ellen S. Huvelle.

“Sprint opposes AT&T’s proposed takeover of T-Mobile,” said Susan Z. Haller, vice president-Litigation, Sprint. “With today’s legal action, we are continuing that advocacy on behalf of consumers and competition, and expect to contribute our expertise and resources in proving that the proposed transaction is illegal.”

Sprint’s lawsuit focuses on the competitive and consumer harms which would result from a takeover of T-Mobile by AT&T. The proposed takeover would:

• Harm retail consumers and corporate customers by causing higher prices and less innovation;
• Entrench the duopoly control of AT&T and Verizon, the two “Ma Bell” descendants, of the almost one-quarter of a trillion dollar wireless market. As a result of the transaction, AT&T and Verizon would control more than three-quarters of that market and 90 percent of the profits;
• Harm Sprint and the other independent wireless carriers. If the transaction were to be allowed, a combined AT&T and T-Mobile would have the ability to use its control over backhaul, roaming and spectrum, and its increased market position to exclude competitors, raise their costs, restrict their access to handsets, damage their businesses and ultimately to lessen competition.

Sprint believes that in a marketplace dominated by AT&T and Verizon Wireless, the two largest players would likely collude on pricing and terms of service rather than compete heavily against one-another.  Sprint’s assumptions may already be true, considering both companies largely charge near-identical prices for service.

While Sprint proceeds with its own legal action, squabbling has broken out over whether or not AT&T so carefully crafted the terms and conditions of their $6 billion “breakup fee,” payable to T-Mobile USA if the merger fails, that it almost guarantees AT&T will never have to pay it.

“Under its agreement with Deutsche Telekom, the deal is only valid if the acquisition receives regulatory approval within a certain time frame,” an anonymous source told Reuters. “Also, the agreement could become invalid if regulatory conditions for the sale push the value of T-Mobile USA below a certain level.”

T-Mobile, unsurprisingly, disagrees with that characterization.

A Deutsche Telekom spokesman said Tuesday that AT&T could retreat from the transaction if the concessions necessary to get approval amount to more than $7.8 billion, but added Deutsche Telekom would still be entitled to receive the break-up fee package, which includes cash and wireless spectrum.

Any consumer who has ever paid an early termination contract cancellation fee to a wireless carrier might feel a little satisfaction today knowing AT&T’s languishing deal to acquire T-Mobile comes with its own $3 billion dollar penalty payable to Deutsche Telekom if the merger fails to come to fruition.

Sachin Shah, merger arbitrage strategist with Tullett Prebon Americas Corp., suggests that $3 billion dollar fee (and the spectrum giveaway that goes with it) delivers a real incentive for AT&T executives to find a way to force the deal through, and their next venue will likely be federal court in the District of Columbia to keep the government from getting a preliminary injunction against the merger deal.

For AT&T, any legal action will certainly cost far less than $3 billion dollars, so the company has little to lose rolling the dice trying to find a remedy in a district court that has become increasingly business-friendly.

Shah believes yesterday’s announcement by the Justice Department also provides additional paths for AT&T to consider:

• Renegotiate the deal: AT&T could go back to the bargaining table with T-Mobile and return to the DOJ with an amended proposal it hopes will be more acceptable to the government’s antitrust lawyers;
• Reboot the lobbying campaign: AT&T could claim scuttling the deal will cost American jobs — a particularly sensitive topic with unemployment around 9 percent;
• Re-engage AT&T Employee Unions: The Communications Workers of America are true believers in the AT&T/T-Mobile deal, if only because it is likely to broaden union membership to include T-Mobile workers.  Shah thinks the unions might speak to a more receptive audience among certain union-friendly lawmakers who have also been concerned AT&T will use the merger to clear-cut T-Mobile’s employees.

Shah thinks the Justice Department has not entirely slammed the door shut on AT&T’s proposed merger, and there have been precedents of DOJ lawyers changing their minds.

Meanwhile, the Federal Communications Commission, quieter than a church mouse ever since the deal was announced, apparently found cover from the DOJ decision, and FCC Chairman Julius Genachowski delivered his own “me too” statement hours after the Justice Department announced their lawsuit:

“By filing suit today, the Department of Justice has concluded that AT&T’s acquisition of T-Mobile would substantially lessen competition in violation of the antitrust laws,” Genachowski said. “Competition is an essential component of the FCC’s statutory public interest analysis, and although our process is not complete, the record before this agency also raises serious concerns about the impact of the proposed transaction on competition. Vibrant competition in wireless services is vital to innovation, investment, economic growth and job creation, and to drive our global leadership in mobile. Competition fosters consumer benefits, including more choices, better service and lower prices.”

[flv width=”640″ height=”380″]http://www.phillipdampier.com/video/Bloomberg DOJ Lawsuit Not Unexpected 8-31-11.flv[/flv]

Sachin Shah says the U.S. Justice Department’s lawsuit to block AT&T Inc.’s proposed $39 billion takeover of T-Mobile USA Inc. does not mean the deal is dead.  He speaks with Lisa Murphy on Bloomberg Television’s “Fast Forward.”  (5 minutes)

[flv width=”640″ height=”380″]http://www.phillipdampier.com/video/Fox Business ATT Disappointed by DOJ Filing 8-31-11.flv[/flv]

Fox Business News found little to surprise them in today’s decision by the Department of Justice to oppose the AT&T/T-Mobile merger.  Shrinking the marketplace from four to three carriers was simply too much for the government to swallow, and the news gave Fox Business anchors a chance to do some AT&T bashing themselves over the poor performance of AT&T’s network in New York City.  (5 minutes)