TPG’s Acquisition of AT&T’s 70% Stake in DIRECTV

Cleary Gottlieb advised TPG on fund formation and antitrust matters in relation to its acquisition of AT&T’s 70% stake in DIRECTV that TPG does not already own.

Under the terms of the transaction, TPG will make an initial payment of $2 billion, subject to certain deductions, to AT&T during 2025 and additional payments to AT&T totaling $500 million in 2029. AT&T expects to receive approximately $7.6 billion in cash payments from DIRECTV through 2029. The transaction also contemplates that DIRECTV will make a special distribution prior to March 31, 2025, of at least $1.625 billion that will be paid to the equity holders of DIRECTV, proportional to their respective ownership positions.

The transaction was announced on September 30, 2024, and is expected to close in the second half of 2025, subject to customary closing conditions.