T-Mobile Completes Historic Merger With Sprint

Cleary Gottlieb acted as lead antitrust counsel to T-Mobile throughout its merger with Sprint, a historic and years-long process that culminated with the official closing on April 1, 2020.

The successful merger has created the “New T-Mobile” with an enterprise value of approximately $146 billion and over 125 million customers.

In February, Cleary overcame the most significant remaining obstacle by securing a decisive victory in an unprecedented multistate lawsuit filed in the U.S. District Court for the Southern District of New York by a group of state attorneys general in an attempt to block the merger of T-Mobile and Sprint, notwithstanding approved settlements with the Federal Communications Commission (FCC) and U.S. Department of Justice (DOJ). On February 11, 2020, U.S. District Judge Victor Marrero issued a decision allowing the merger to proceed.

The lawsuit, brought by attorneys general for 13 states and the District of Columbia, alleged that the deal would harm competition in the mobile telecommunications market. The original complaint was filed by 10 state attorneys general on June 11, 2019, and grew to include 17 attorneys general, but several states settled before trial. The lawsuit culminated in a two-week trial in December 2019, with closing statements delivered on January 15, 2020. Throughout the trial, the Cleary team presented evidence on behalf of T-Mobile demonstrating that the merger will transform the U.S. telecommunications landscape, increase competition, and result in lower prices and better quality for American consumers. The court found that, while the state attorneys general were entitled to a presumption based on the companies’ market shares, the evidence presented at trial rebutted that presumption and showed that the transaction “would allow the merged company to continue T-Mobile’s undeniably successful business strategy for the foreseeable future.”

Prior to the challenge by the state attorneys general, Cleary was also counsel to T-Mobile in securing antitrust clearance from the DOJ, reaching a settlement in July 2019, and advised on approval from the FCC, which was granted in October 2019. Additionally, Cleary provided guidance through numerous state reviews and coordinated with various public utility commissions to gain regulatory approvals.

For more information, please see the press release here.