# Dish trying to buy Sprint..



## HinterXGames (Dec 20, 2012)

:blink: http://money.cnn.com/2013/04/15/technology/dish-sprint-bid/index.html?iid=Lead
--
Dish Bidding 25.5 Billion to buy Sprint.


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## APB101 (Sep 1, 2010)

_Bundling!?_


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## tsmacro (Apr 28, 2005)

You would think this would warrant being put on the front page here under the headlines.


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## RasputinAXP (Jan 23, 2008)

Again: never bet against Charlie.


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## tsmacro (Apr 28, 2005)

Press release from Dish:

*DISH Network Proposes Merger with Sprint Nextel Corporation for $25.5 Billion*


U.S. technology leader with track record of disrupting entrenched incumbents presents superior alternative to pending SoftBank proposal - DISH offers more cash and a greater ownership stake
Sprint shareholders would receive $7.00 per share, consisting of $4.76 in cash and stock representing approximately 32% in a company with a significantly enhanced strategic position
Creates an industry-leading spectrum portfolio and the only company that can offer customers a fully-integrated, nationwide bundle of in- and out-of-home video, broadband and voice services
Delivers substantial synergies and growth opportunities estimated at $37 billion in net present value, including an estimated $11 billion in cost savings
Conference call today at 8:00 a.m. EDT

ENGLEWOOD, Colo.--(BUSINESS WIRE)-- DISH Network Corporation (NASDAQ: DISH) today announced that it has submitted a merger proposal to the Board of Directors of Sprint Nextel Corporation (NYSE: S) for a total cash and stock consideration of $25.5 billion. The DISH proposal clearly represents superior value to Sprint shareholders, including greater ownership in a combined company that is better positioned for the future with more spectrum, products, subscribers, financial scale and new opportunities.
DISH is offering Sprint shareholders a total consideration of $25.5 billion, consisting of $17.3 billion in cash and $8.2 billion in stock. Sprint shareholders would receive $7.00 per share, based upon DISH's closing price on Friday, April 12, 2013. This consists of $4.76 per share in cash and 0.05953 DISH shares per Sprint share. The cash portion of DISH's proposal represents an 18% premium over the $4.03 per share implied by the SoftBank proposal, and the equity portion represents approximately 32% ownership in the combined DISH/Sprint versus SoftBank's proposal of a 30% interest in Sprint alone. Together this represents a 13% premium to the value of the existing SoftBank proposal.
"The DISH proposal clearly presents Sprint shareholders with a superior alternative to the pending SoftBank proposal," said Charlie Ergen, Chairman of DISH Network. "Sprint shareholders will benefit from a higher price with more cash while also creating the opportunity to participate more meaningfully in a combined DISH/Sprint with a significantly-enhanced strategic position and substantial synergies that are not attainable through the pending SoftBank proposal."
Mr. Ergen continued, "A transformative DISH/Sprint merger will create the only company that can offer customers a convenient, fully-integrated, nationwide bundle of in- and out-of-home video, broadband and voice services. Additionally, the combined national footprints and scale will allow DISH/Sprint to bring improved broadband services to millions of homes with inferior or no access to competitive broadband services. This unique, combined company will have a leadership position in video, data and voice and the necessary broadband spectrum to provide customers with rich content everywhere, all the time."
The proposed combination will result in synergies and growth opportunities estimated at $37 billion in net present value, including an estimated $11 billion in cost savings.
DISH has provided additional information regarding the proposed merger via a dedicated transaction microsite that can be accessed at www.CompleteDishSolution.com.
Barclays is acting as financial advisor to DISH.


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## tsmacro (Apr 28, 2005)

_ Following is text of the letter that Dish sent to Sprint Nextel Corp. Board of Directors on April 15, 2013. _
_Board of Directors
Sprint Nextel Corporation
6200 Sprint Parkway
Overland Park, KS 66251
Attn: James H. Hance, Jr., Chairman of the Board_
_Dear Jim:_
_On behalf of DISH Network Corporation ("DISH"), I am submitting this proposal for a merger between DISH and Sprint Nextel Corporation ("Sprint"). Our proposal provides Sprint shareholders with a superior alternative to the pending SoftBank Corporation ("SoftBank") proposal. It provides more cash and affords your shareholders the opportunity to participate more meaningfully in a combined DISH/Sprint, which will benefit from a significantly enhanced strategic position and substantial synergies that are not attainable through the pending SoftBank proposal._
_We are offering Sprint shareholders a total consideration of $25.5 billion, consisting of $17.3 billion in cash and $8.2 billion in stock. Sprint shareholders would receive $7.00 per share, based upon DISH's closing price on Friday, April 12, 2013. This consists of $4.76 per share in cash and 0.05953 DISH shares per Sprint share. The cash portion of our proposal represents an 18% premium over the $4.03 per share implied by the SoftBank proposal, and the equity portion represents approximately 32% ownership in the combined DISH/Sprint versus SoftBank's proposal of a 30% interest in Sprint alone. Together this represents a 13% premium to the value of the existing SoftBank proposal._
_Our proposal provides a highly-compelling and unique opportunity for Sprint shareholders. We are offering an ownership interest in a combined company with a comprehensive product and services suite, a significantly enhanced subscriber base, considerable financial and operating scale, as well as a spectrum portfolio that would lead the industry. As a result, this merger creates sizable cost and CAPEX savings and promises extensive new revenue opportunities._
_Leveraging both companies' existing assets and expertise, we will be the only company able to offer a fully-integrated, nationwide bundle of in- and out-of-home video, broadband and voice services to meet rapidly evolving customer preferences. The new company's assets will immediately establish national cross-platform leadership and will position the company to deliver innovative services while expanding our collective subscriber base._
_The proposed combination will result in synergies and growth opportunities estimated at $37 billion in net present value. This includes an estimated $11 billion in cost savings, representing approximately $1.8 billion in annual run-rate cost synergies by the third year after closing._
_Further, our combined national footprints and scale will allow us to efficiently develop our joint spectrum assets to provide advanced services to the millions of homes with inferior or no access to competitive broadband services._
_I am proud of the company we have built and believe we will be an excellent partner to Sprint. Like Sprint, DISH possesses a strong tradition of innovation and industry leadership. We created the third largest pay-TV provider while competing with incumbent cable monopolies and other entrenched operators. DISH has consistently led our industry in service and technology delivery with award-winning innovations like Hopper® with Sling®. Our history of value creation is outstanding. Investors in our 1995 initial public offering have enjoyed a total return of 27 times their original investment, significantly outperforming the broader markets and our peers. We also have a proven track record of responsible capital management._
_DISH has significant experience structuring and consummating strategic transactions and only needs to complete confirmatory due diligence, which we believe can be done quickly with your cooperation. We have examined your merger agreement with SoftBank and we would be prepared to execute a definitive merger agreement on substantially similar terms and conditions. Though not a condition of our proposal, we anticipate that the pending transaction with Clearwire would be completed. We are confident that we can obtain all necessary approvals within a reasonable timeframe._
_We intend to fund the $17.3 billion cash portion of the transaction using $8.2 billion of our balance sheet cash and additional debt financing. We have a proven track record in raising capital to fund strategic initiatives and have received a Highly Confident Letter from our financial advisor, Barclays, confirming our ability to raise the required financing._
_We would be pleased to discuss our plans for the combined company and we are available at any time to meet with the Sprint Board, management and advisors to answer any questions about our proposed merger. We are confident that the Sprint Board will share our view that this proposed merger offers an excellent opportunity for the equity holders of Sprint to realize a superior value for their shares that is unavailable to them under the SoftBank proposal._
_While it would have been our preference to have confidential discussions regarding this proposed merger, your existing agreement with SoftBank and the impending deadlines associated with your shareholder vote, will compel us to confirm our intentions publicly. We look forward to hearing from you._
_Very Truly Yours,_
_DISH Network Corporation_
_Charlie Ergen
Chairman_


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## kenglish (Oct 2, 2004)

"SprISH Network"?? :righton:


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## Stewart Vernon (Jan 7, 2005)

kenglish said:


> "SprISH Network"?? :righton:


Either that or Dint


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## Santi360HD (Oct 6, 2008)

Google News has reports of Verizon trying to crash the party..for the Clearwire portion..


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## James Long (Apr 17, 2003)

The first thing that comes to mind is DISH Cup racing. 
(Would FOX and ABC refuse to broadcast NASCAR if DISH Hopper was the primary sponsor?)

It isn't a bad idea. Probably won't go through but there is no chance of it going through unless DISH tries.


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## phrelin (Jan 18, 2007)

My favorite headline is from Forbes Ergen Throws DISHwater on Sprint/Clearwire Soap Opera.


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## Rickt1962 (Jul 17, 2012)

With Sprint dumping Nextel and no longer have IDen and expanding there Cell towers to 4 Lte Dish will really be ahead of the Game with Wireless TV and Broadband to your home ! all with no wire's ! That will really put the sqeeze on Comcast !


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## trdrjeff (Dec 3, 2007)

AllthingsD interviews Charlie:

http://allthingsd.com/20130415/meet-charlie-ergen-the-guy-who-now-wants-to-buy-sprint/


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## 4HiMarks (Jan 21, 2004)

James Long said:


> The first thing that comes to mind is DISH Cup racing.
> (Would FOX and ABC refuse to broadcast NASCAR if DISH Hopper was the primary sponsor?)
> 
> It isn't a bad idea. Probably won't go through but there is no chance of it going through unless DISH tries.


Dish, Cup, and Spoon?


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## SayWhat? (Jun 7, 2009)

> April 17 (IFR) - Dish Network's rival bid for Sprint has failed to cool investor enthusiasm for the new USD2bn high-yield bond from Japan's SoftBank, which has its own plan to buy the US telecoms carrier.
> The SoftBank bond, whose proceeds in part are intended to fund the acquisition, is reportedly getting a solid welcome from investors on its current roadshow.


http://www.reuters.com/article/2013/04/17/sprint-offer-softbank-uscorpbonds-idUSL2N0D416120130417

Shouldn't a foreign bank be excluded, especially if there is a viable offer from a U.S. buyer?


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## Stewart Vernon (Jan 7, 2005)

*DISH Responds to Sprint Formation of Special Committee*

_DISH proposal provides greater value to Sprint Shareholders and substantial benefits to American public_​​ENGLEWOOD, Colo.--(BUSINESS WIRE)-- DISH Network (NASDAQ: DISH) issued the following statement on news that Sprint Nextel's Board of Directors has formed a Special Committee and has retained financial and legal advisors to evaluate DISH's proposal to merge the two companies:

We are pleased that the Sprint Board of Directors has formed a special committee to review our proposal. We are available to meet with Sprint's Board, management and advisors to discuss our plans and our willingness to commit to financing. We are confident that the Sprint Board will share our view that this proposal is superior on several fronts by offering Sprint shareholders greater value with a higher price and more cash, while also creating the opportunity to participate meaningfully in a combined, and competitively unique, DISH/Sprint.

Our proposal creates a company with an industry-leading spectrum portfolio and the only company that can offer customers a fully-integrated, nationwide bundle of in- and out-of-home video, broadband and voice services while unlocking the full potential of Sprint's Network Vision. Additionally, the combined national footprints and scale of DISH/Sprint will provide substantial benefits to the American public by bringing improved broadband services to millions of homes with inferior or no access to competitive broadband services.

*About DISH*
DISH Network Corporation (NASDAQ: DISH), through its subsidiary DISH Network L.L.C., provides approximately 14.056 million satellite TV customers, as of Dec. 31, 2012, with the highest quality programming and technology with the most choices at the best value, including HD Free for Life. Subscribers enjoy the largest high definition line-up with more than 200 national HD channels, the most international channels, and award-winning HD and DVR technology. DISH Network Corporation is a Fortune 200 company. Visit _www.dish.com_.

*Cautionary Statement Concerning Forward-Looking Statements*
Certain statements contained herein may constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of DISH Network Corporation to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. More information about such risks, uncertainties and other factors is set forth in DISH Network Corporation's Disclosure Regarding Forward-Looking Statements included in its recent filings with the Securities and Exchange Commission (the "SEC"), including its annual report on Form 10-K for the year ended December 31, 2012. Risks and uncertainties relating to the proposed transaction include, without limitation, the risks that: Sprint Nextel Corporation will not enter into any definitive agreement with DISH Network Corporation or the terms of any definitive agreement will be materially different from those described above; the parties will not obtain the requisite financing or regulatory approval for the proposed transaction; the proposed transaction will not be consummated for any other reason; management's attention will be diverted from ongoing business operations; and the anticipated benefits of the transaction will not be realized. The forward-looking statements speak only as of the date made, and DISH Network Corporation expressly disclaims any obligation to update these forward-looking statements.

*Additional Information About the Proposed Transaction and Where to Find It*
This communication relates to a business combination transaction with Sprint Nextel Corporation proposed by DISH Network Corporation, which may become the subject of a registration statement filed with the SEC. This communication is not a substitute for the joint proxy statement/prospectus that DISH Network Corporation and Sprint Nextel Corporation would file with the SEC if any agreement is reached or any other documents that DISH Network Corporation or Sprint Nextel Corporation may send to shareholders in connection with the proposed transaction. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE JOINT PROXY STATEMENT/PROSPECTUS AND ALL OTHER RELEVANT DOCUMENTS IF, AND WHEN, THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. All such documents, if filed, would be available free of charge at the SEC's website (_http://www.sec.gov_). In addition, investors and security holders may obtain free copies of such documents filed by DISH Network Corporation with the SEC by directing a request to: DISH Network Corporation, 9601 S. Meridian Boulevard, Englewood, Colorado 80112, Attention: Investor Relations. This communication shall not constitute an offer to buy or solicitation of an offer to sell any securities, nor shall there be any sale of securities, in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

*Participants*
DISH Network Corporation and its directors and executive officers may be deemed, under the rules of the SEC, to be participants in any solicitation of shareholders of DISH Network Corporation or Sprint Nextel Corporation in connection with the proposed transaction. Investors and security holders may obtain information regarding the names, affiliations and interests of the directors and executive officers of DISH Network Corporation in its annual report on Form 10-K for the year ended December 31, 2012, which was filed with the SEC on February 20, 2013, and its proxy statement for the 2013 annual meeting of shareholders, which was filed with the SEC on March 22, 2013. These documents can be obtained free of charge at the SEC's website (_http://www.sec.gov_) and from Investor Relations at DISH Network Corporation at the address set forth above. Additional information regarding the interests of these participants will also be included in any proxy statement/prospectus and other relevant documents to be filed with the SEC in connection with the proposed transaction when they become available.


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## RasputinAXP (Jan 23, 2008)

Well heck. That's an interesting answer from Sprint.


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## James Long (Apr 17, 2003)

RasputinAXP said:


> Well heck. That's an interesting answer from Sprint.


If Sprint did not treat the offer seriously and do their due diligence it would be a disservice to their stockholders.


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## RasputinAXP (Jan 23, 2008)

True. But I'd expect no less from them at this point. That they're actually doing the due diligence is good.


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## tsmacro (Apr 28, 2005)

*DISH Network Acknowledges Receipt of NDA from Sprint*

*Reiterates Willingness to Enter into Mutual Discussions with Sprint and to Commit to Financing*​ENGLEWOOD, Colo.--(BUSINESS WIRE)-- DISH Network Corporation (NASDAQ: DISH) today announced that it has received a non-disclosure agreement from Sprint Nextel Corp. (NYSE: S) ("Sprint"), requesting DISH's agreement for the purpose of clarifying and providing further information to Sprint regarding its proposal made on April 15, 2013. Additionally, as stated in DISH's announcement dated April 22, 2013, the Company is available to meet with Sprint's Board, management and advisors to discuss its plans and willingness to provide committed financing.
DISH confirms that it has provided information to the Special Committee in response to their information requests and will continue to provide additional information. The Special Committee has expressed that they are reviewing this offer in good faith. Furthermore, DISH looks forward to being able to conduct confirmatory due diligence as soon as possible. DISH is confident it has exceeded the standards required in the proposed agreement between Sprint and SoftBank Corp. in terms of providing a _bona fide_ written proposal that is reasonably likely to lead to a superior offer. According to the criteria in the agreement between Sprint and SoftBank Corp., DISH has detailed to Sprint's Special Committee its proposal regarding financial terms, material legal terms, regulatory aspects, and financing commitments, as being more favorable from a financial point of view.
"We remain confident that the Sprint Board will share our view that this proposal is superior by offering Sprint shareholders greater value with a higher price and more cash, while also creating the opportunity to participate meaningfully in a combined, and competitively unique, DISH/Sprint," said Charlie Ergen, Chairman of DISH Network. Mr. Ergen continued, "A combined DISH/Sprint will benefit from synergies and growth opportunities estimated at $37 billion in net present value that are not attainable through the pending SoftBank proposal. We have a proven track record in raising capital to fund strategic initiatives and have received a Highly Confident Letter from our financial advisor, Barclays, confirming our ability to raise the required financing."
*About DISH*
DISH Network Corporation (NASDAQ: DISH), through its subsidiary DISH Network L.L.C., provides approximately 14.056 million satellite TV customers, as of Dec. 31, 2012, with the highest quality programming and technology with the most choices at the best value, including HD Free for Life. Subscribers enjoy the largest high definition line-up with more than 200 national HD channels, the most international channels, and award-winning HD and DVR technology. DISH Network Corporation is a Fortune 200 company. Visit www.dish.com.


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## phrelin (Jan 18, 2007)

I have to laugh. Deadline Hollywood picked up the news release above and put this somewhat misleading headline on it: Sprint Approves Dish Network Effort To Move Ahead With Takeover Plan

Agreeing to share information I suppose is approving "an effort to move ahead".


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## Mike.H_DISHNetwork (Feb 1, 2011)

We greatly value our customers and are excited to share our Company's growth opportunities with you. You can find information regarding the proposed merger on our dedicated transaction micro site at www.CompleteDishSolution.com. Additionally, general company and product information is always available on our corporate website at www.dish.com.
Thanks


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## phrelin (Jan 18, 2007)

OK. But I have to note this article today SoftBank slams Dish's Sprint bid, rules out sweeteners which means this is going to be a fight. While many of the things SoftBank Corp President Masayoshi Son is quoted as saying in the article are specious and/or fallacious, he's right that the Charlie I've come to know and love does almost seek out "ugly" litigation battles which only makes the regulatory issues the Dish option faces less attractive.

Still, I do think Dish would be a better choice for Sprint with one concern - Charlie is Dish and Echostar. He just turned 60. IMHO it will take a strong personality like his 10 years to mold the combined company into his vision, so he will need good health and strong enerty.

On the other hand, Masayoshi Son is 55, Korean, and known as the person who has lost the most money in history (approximately $70 billion in the dot com crash of 2000). His company Softbank is a Japanese telecommunications and Internet corporation that has strong ties to China. I'm not enthusiastic about Sprint Nextel Corporation becoming a Japanese company. I guess, in the end, as a Californian I still remember S-P-R-I-N-T as *S*outhern *P*acific *R*ailroad *I*nternal *N*etwork *T*elecommunications and would prefer to see it remain firmly attached to the U.S.


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## RasputinAXP (Jan 23, 2008)

Charlie doesn't like it when you talk bad about him. http://www.forbes.com/sites/jeffbercovici/2013/05/02/dishs-charlie-ergen-on-sprint-offer-were-not-going-to-lose/


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## phrelin (Jan 18, 2007)

Yeah, that's the Charlie I've come to know and love:


> Playing off his reputation for frugality, Ergen puckishly suggested that Son, who spent a record $117 million in January to buy a part-time home in Silicon Valley, wouldn't be as assiduous a steward of Sprint shareholders' value as he would.
> 
> "How do you have a $117 million home you live in for a week a year?" he wondered. "That works out to, what, a billion dollars a month?" Suggesting that his own home is worth about $1 million, he said, "We're going to take that [$116 million] and we're going to build some towers, hire some engineers, charge you $10 less for your phone. If you want to win, you've got to be all in."


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## SayWhat? (Jun 7, 2009)

phrelin said:


> and would prefer to see it remain firmly attached to the U.S.


So would I, but after ChuckieCo's last few bonehead moves, I can't support him anymore.



phrelin said:


> Yeah, that's the Charlie I've come to know and love:
> 
> 
> > charge you $10 less for your phone


And then add on a $15 'keypad fee' and a few other hidden charges.


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## James Long (Apr 17, 2003)

SayWhat? said:


> So would I, but after ChuckieCo's last few bonehead moves, I can't support him anymore.


So when is your contract up? And if it already is, why are you still a DISH customer?

After a while repeated complaints earn a "yeah, we get it, you don't like DISH" response. Moving on to the less biased posts ...


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## Bronxiniowa (Apr 14, 2013)

As a Sprint customer, I just want to see it merged with a company that will invest in upgrading the data coverage to LTE _everywhere, _the way Verizon has committed to do. Sprint's value as getting the most bang for buck is still unmatched, but its data coverage falls far short of nearly every other carrier's except perhaps T-Mobile.


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## tsmacro (Apr 28, 2005)

Dish said to Be Lining Up Four Banks to Fund Sprint Bid

By Jodi Xu & Jeffrey McCracken - May 15, 2013 4:16 PM ET

Dish Network Corp. (DISH) is lining up four banks to help finance its $25.5 billion takeover offer for Sprint Nextel Corp. (S), reinforcing its effort to outbid SoftBank Corp. (9984), people with knowledge of the matter said.
Dish, which already is raising about $2.5 billion in a bond offering managed by Barclays Plc, Jefferies Group LLC, Macquarie Group Ltd. and Royal Bank of Canada, is close to tapping the same banks for loans to help reach its goal of $9.3 billion in in financing for the Sprint transaction, said the people, who asked not to be named because the discussions are private.

Whole article here: http://www.bloomberg.com/news/2013-05-15/dish-said-to-be-lining-up-four-banks-to-fund-sprint-bid.html


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## James Long (Apr 17, 2003)

DISH and Sprint to Begin Due Diligence, Engage in Talks

ENGLEWOOD, Colo.--(BUSINESS WIRE)-- DISH Network Corporation (NASDAQ: DISH) ("DISH") today responded to Sprint Nextel Corporation's announcement ("Sprint") that it has received a waiver of various provisions under the merger agreement between it and SoftBank Corp.

The waiver will permit Sprint and its representatives to furnish non-public information concerning Sprint to DISH, and to engage with DISH in discussions and negotiations regarding its proposal made on April 15, 2013.

"We look forward to engaging in full due diligence and continued discussions with Sprint. We remain confident that this process will confirm the superiority of our proposal, the reasoning behind our synergy projections and our vision for a competitively superior DISH-Sprint," said DISH Chairman Charlie Ergen.

http://investor.echostar.com/releasedetail.cfm?ReleaseID=766117


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## Nick (Apr 23, 2002)

Charlie will defy physics and figure out how to overcome latency to go cell-to-sat-to-cell direct to eliminate those pesky cell towers.

Let the inevitable chatter about latency being inviolate begin!


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## phrelin (Jan 18, 2007)

Nick said:


> Charlie will defy physics and figure out how to overcome latency to go cell-to-sat-to-cell direct to eliminate those pesky cell towers.
> 
> Let the inevitable chatter about latency being inviolate begin!


We all know he has conquered the necessary wormhole-related technology, He just needs some extra bandwidth to make it work and phone customers to buy it. :sure:


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## BillJ (May 5, 2005)

Bronxiniowa said:


> As a Sprint customer, I just want to see it merged with a company that will invest in upgrading the data coverage to LTE _everywhere, _the way Verizon has committed to do. Sprint's value as getting the most bang for buck is still unmatched, but its data coverage falls far short of nearly every other carrier's except perhaps T-Mobile.


Seems to depend on where you are located. Yeah, I've had problems in some good sized but isolated cities, but overall I've been happy during my 12 years with Sprint. I'm especially happy since I upgraded to an iPhone and unlimited data, text, and mobile to mobile. Meanwhile I listen to my friends complain about the competitors. One Verizon customer can't make a call from inside his house. Now going out in the summer isn't too bad but we get darn cold winters here. Betting he pays whatever cancellation fee and switches carriers by mid January.


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## tsmacro (Apr 28, 2005)

So essentially Dish is saying in this press release: "Can we really trust a foreign company owning Sprint?".

*DISH Statement on SoftBank and CFIUS*

ENGLEWOOD, Colo.--(BUSINESS WIRE)-- DISH Network Corporation (NASDAQ: DISH) responded to news reports regarding the Committee on Foreign Investment in the United States (CFIUS) review of the proposed SoftBank-Sprint transaction.
"If the news reports are accurate, SoftBank's agreement to an extraordinary board structure and the concerns of CFIUS with respect to the use of Chinese-manufactured equipment on a foreign-controlled Clearwire network, which reportedly could add as much as $1 billion to the cost of the proposed SoftBank-Sprint transaction, confirm the serious national security risks of SoftBank acquiring Sprint and its wireless and wireline assets of national strategic importance," said Stanton Dodge, DISH executive vice president and general counsel.
"We remain concerned, however, that these reported steps do not adequately protect our national security interests, especially with respect to Sprint's critical fiber backbone network and Sprint's extensive contracts to provide important telecommunications services for government, law enforcement and defense customers," said Dodge.
*About DISH*
DISH Network Corporation (NASDAQ: DISH), through its subsidiary DISH Network L.L.C., provides approximately 14.092 million satellite TV customers, as of March 31, 2013, with the highest quality programming and technology with the most choices at the best value, including HD Free for Life*®*. Subscribers enjoy the largest high definition line-up with more than 200 national HD channels, the most international channels, and award-winning HD and DVR technology. DISH Network Corporation's subsidiary, Blockbuster L.L.C., delivers family entertainment to millions of customers around the world. DISH Network Corporation is a Fortune 200 company. Visit www.dish.com.[


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## tsmacro (Apr 28, 2005)

Ok, not sure why it did that on my above post, but at least you can still read it.


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## Stuart Sweet (Jun 19, 2006)

Fixed it for you.


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## Stewart Vernon (Jan 7, 2005)

tsmacro said:


> So essentially Dish is saying in this press release: "Can we really trust a foreign company owning Sprint?".


Dish might be right... but I don't think it helps them to say it out loud like that.


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## James Long (Apr 17, 2003)

Stewart Vernon said:


> Dish might be right... but I don't think it helps them to say it out loud like that.


Just adding a little FUD ... fear, uncertainty and doubt. The tactic might work.

BTW: Vodaphone would like to get out of the US wireless market ... I do not believe their foreign ownership of Verizon has been a problem. If there is an issue with foreign ownership it would be dealt with by the FCC.


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## James Long (Apr 17, 2003)

*DISH Statement on SoftBank's Claims and Attempt to Control Assets of National Strategic Importance*

ENGLEWOOD, Colo.--(BUSINESS WIRE)-- DISH Network Corporation (NASDAQ: DISH) today responded to the recently launched SoftBank web page [http://www.softbank.co.jp/sprint/benefits/] touting the purported benefits of its attempt to gain control of Sprint. DISH's proposal will deliver nearly all the key benefits of the SoftBank-Sprint transaction and more, including 40 MHz of additional mid-band spectrum and cable-quality broadband access to approximately 40 million unserved and underserved consumers in rural America -- all built on a foundation of an American company investing cash from an American balance sheet to make another American company more competitive for the benefit of all American consumers.

In fact, a DISH/Sprint merger is superior in several important areas:

DISH's $25.5 billion offer is better for shareholders, offering more cash and stock in a strategically superior company than the SoftBank proposal provides for Sprint shareholders.

The SoftBank investment to control Sprint is a financial transaction, not a commercial merger, given that SoftBank has no U.S. operations to combine with Sprint. DISH/Sprint creates the only company that offers convenient, fully integrated nationwide bundle of in- and out-of-home video, broadband and voice services. The combination also provides substantial synergies and a significantly enhanced strategic position.

With the largest spectrum portfolio and as the only telecommunications company to deliver voice, video and data in- and out-of-the home, DISH/Sprint would be better positioned to challenge AT&T and Verizon than SoftBank-Sprint. SoftBank brings no spectrum to the merger. DISH brings 45 MHz of low- and mid-band spectrum with an estimated value of $10 billion, plus robust cash flows.
A DISH-Sprint will be better for national security by preserving domestic ownership, control and accountability over Sprint's national wireless network and fiber backbone network, which provides classified services to government, law enforcement and military customers.
SoftBank also used its new web content to defend foreign investment in the U.S. telecom sector, citing the presence of Vodafone, through Verizon Wireless, and Deutsche Telekom's T-Mobile operation in the U.S.

"Vodafone and Deutsche Telekom are not relevant to the national security discussion surrounding the proposed acquisition of Sprint by SoftBank," said Stanton Dodge, DISH executive vice president and general counsel. "Times have changed and there can be no doubt that today, a nationwide wireless network is an asset of national strategic importance. Additionally, unlike Sprint, neither Verizon wireless nor T-Mobile control a national fiber backbone serving national security interests including defense, law enforcement and other sensitive governmental operations."

SoftBank also apparently committed to using only network equipment that is acceptable to the U.S. Government, which DISH believes validates the national security concerns that it has raised with respect to SoftBank-Sprint. Further, if the news reports are accurate, and CFIUS has concerns with respect to the use of Chinese manufactured equipment on a foreign-controlled Clearwire network, then as much as $1 billion would have to be added to the cost of the proposed SoftBank-Sprint transaction.

DISH is committed to working with the appropriate regulatory agencies to meet national security goals.

"There is a bright line between DISH and SoftBank: DISH is not foreign-controlled, nor is its proposal subject to CFIUS," said Dodge. "The question is about who should control and who will be accountable for assets - the Sprint national wireless and backbone fiber networks - that are vital to our national security."

Dodge continued: "The contrast is clear: DISH does not operate infrastructure dependent on Chinese equipment; DISH does not own nearly a third of the Chinese e-commerce giant, Alibaba; DISH was not affiliated with a company that admitted bribing Chinese officials for telecommunications contracts."


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## tsmacro (Apr 28, 2005)

James Long said:


> Dodge continued: "The contrast is clear: DISH does not operate infrastructure dependent on Chinese equipment; DISH does not own nearly a third of the Chinese e-commerce giant, Alibaba; DISH was not affiliated with a company that admitted bribing Chinese officials for telecommunications contracts."


I could swear that when I upgraded to my new Hopper w/ Sling I saw something either in the box on the receiver itself that said "Made In China".


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## Stewart Vernon (Jan 7, 2005)

tsmacro said:


> I could swear that when I upgraded to my new Hopper w/ Sling I saw something either in the box on the receiver itself that said "Made In China".


Yet another good reason why Dish probably should not have said what they did


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## James Long (Apr 17, 2003)

*Press Release: *
*DISH: CFIUS Agreement Fails to Adequately Address the Significant National Security Risks of SoftBank-Sprint*

ENGLEWOOD, Colo.--(BUSINESS WIRE)-- DISH Network (NASDAQ: DISH) responded to news today that the Committee for Foreign Investment in the United States (CFIUS) has approved SoftBank Corporation's acquisition of Sprint Nextel Corporation, subject to certain conditions.
The following statements can be attributed to Stanton Dodge, DISH executive vice president and general counsel:

"We believe the U.S. government should proceed with deliberation and caution in allowing assets of national strategic importance -- such as the Sprint fiber backbone and wireless networks -- to be owned and operated by a foreign company with significant ties to China. Oversight and accountability for these assets are critical at a time when offshore cyber attacks, including the hacking of weapons systems designs, continue to rise. Congress should take a close look at the CFIUS review process in this instance.

DISH provided the following responses to the specific conditions of the undisclosed National Security Agreement as reported by SoftBank:
_"SoftBank and Sprint must appoint an independent member to the New Sprint board of directors to serve as the Security Director. The Security Director will be approved by the [U.S. Government] USG Parties, oversee Sprint's compliance with the National Security Agreement and serve as a contact for the USG Parties on all security-related matters._ _In addition, the Security Director is required to have expertise and experience with national security matters, be a U.S. resident citizen, and hold appropriate security clearances."_

While the requirement to have an appropriately credentialed Security Director approved by the U.S. government is very common to CFIUS agreements, it does little to address the practical risks of national security breaches, including cyber attacks, because hacking on the ground is not often detected in the boardroom.
_"Once Sprint either obtains operational control of Clearwire or consummates its proposed acquisition of Clearwire, USG Parties will have a one-time right to require Sprint to remove and decommission by December 31, 2016 certain equipment deployed in the Clearwire network."_

This key provision of the agreement may well never become effective if Sprint does not acquire 100 percent of the equity of Clearwire (and, at a minimum, it appears unlikely that Crest Financial will tender its shares to Sprint) or Sprint does not obtain operational control of Clearwire (and Sprint has been arguing vociferously at the FCC that it does not have such control today despite being a majority shareholder of Clearwire and having the right to appoint a majority of the Clearwire board). Therefore, this provision may ultimately prove to be illusory.

There is also a long time between now and the end of 2016 - creating an immense period of interim vulnerability. Further, this provision does nothing to ensure that SoftBank does not, after 2016, re-introduce similar equipment to the Clearwire network.
_"The USG Parties will have the right to review and approve certain network equipment vendors and managed services providers of Sprint, as well as of Clearwire once Sprint completes its proposed acquisition of Clearwire."_

The U.S. government itself has been the victim of numerous cyber attacks. As a result, its "review and approval" of equipment vendors and service providers cannot insure against national security breaches. Just this week, there have been reports that many critical U.S. defense systems have been hacked by Chinese attackers.
Sprint has numerous contracts with the U.S. government, transmitting confidential and possibly classified information. Foreign ownership of the network and facilities transmitting this data creates serious national security concerns for the federal government.
The attempted acquisition of several strategic U.S. port operations by Dubai Ports World in 2006 was ultimately scuttled on national security grounds, despite having initially received clearance from CFIUS.
SoftBank-Sprint is potentially more dangerous from a national security perspective than the Dubai Ports World proposal for the following reasons, among others:

In the Dubai Ports matter, the foreign acquirer was not acquiring the ports themselves but rather a company that helped manage operations at the ports. SoftBank, by contrast, is seeking to own and operate Sprint's nationwide fiber backbone and wireless networks.
Sprint is a leading contractor to the U.S. government and has multiple contracts with the U.S. Department of Defense
The assets at issue in this case - nationwide fiber backbone and wireless networks of national strategic importance - are even more vulnerable than maritime ports and are the subject of significantly more frequent and threatening activity.
Telecom infrastructure, a mix of hardware and bits, is more difficult to police than the cement-and-mortar ports.
The timing of this transaction compels action more urgently than the Dubai Port World controversy, coming as it does on the heels of the discovery that China, with which SoftBank has a number of links, has hacked U.S. weapons systems designs. At a time when the President plans to press the issue of weapons hacking with the Chinese leadership, it seems ill-advised to hand over a key piece of our national infrastructure - the piece that enables hacking - to a foreign company with numerous ties to China.


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## lee635 (Apr 17, 2002)

I would like to see Sprint get back to the basics. We lose connection all the time, all over town. Sprint provided us a box that hooks into the internet to run wireless calls over the internet while we are at home, so now the wife is sortof happy. 

But it doesn't do texts...It's just pitiful to see my teenage daughter every night standing on the back porch holding her phone high in the air tying to send and receive texts. 

If Charlie will improve "the product", I'm all for it.


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## tsmacro (Apr 28, 2005)

I'm not really sure what it means but here's the latest release from Dish about this:

*DISH Network Announces Expiration of Hart-Scott-Rodino Waiting Period for Proposed Merger with Sprint Nextel*

ENGLEWOOD, Colo.--(BUSINESS WIRE)-- DISH Network Corporation (NASDAQ: DISH) today announced the expiration of the waiting period under the Hart-Scott-Rodino (HSR) Antitrust Improvements Act in connection with the proposed acquisition by DISH of Sprint Nextel Corporation. The waiting period expired Monday, June 3, 2013.

*About DISH*
DISH Network Corporation (NASDAQ: DISH), through its subsidiary DISH Network L.L.C., provides approximately 14.092 million satellite TV customers, as of March 31, 2013, with the highest quality programming and technology with the most choices at the best value, including HD Free for Life*®*. Subscribers enjoy the largest high definition line-up with more than 200 national HD channels, the most international channels, and award-winning HD and DVR technology. DISH Network Corporation's subsidiary, Blockbuster L.L.C., delivers family entertainment to millions of customers around the world. DISH Network Corporation is a Fortune 200 company. Visit www.dish.com.


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## tsmacro (Apr 28, 2005)

Looks like Dish has released another statement, but it doesn't seem to be saying anything new.

*DISH Issues Update on Sprint Proposal*

ENGLEWOOD, Colo.--(BUSINESS WIRE)-- In response to media inquires about the current state of play regarding its proposal to merge with the Sprint Nextel Corporation, DISH Network Corp. (NASDAQ: DISH) issued the following statement:
"DISH submitted a formal proposal to merge with Sprint on April 15, 2013. We believe our proposal is both economically and strategically superior to that of SoftBank. DISH and Sprint continue to meet regularly and conduct the due diligence process that began in late May. In addition, DISH and Sprint continue to negotiate the terms of a merger agreement."
*About DISH*
DISH Network Corporation (NASDAQ: DISH), through its subsidiary DISH Network L.L.C., provides approximately 14.092 million satellite TV customers, as of March 31, 2013, with the highest quality programming and technology with the most choices at the best value, including HD Free for Life*®*. Subscribers enjoy the largest high definition line-up with more than 200 national HD channels, the most international channels, and award-winning HD and DVR technology. DISH Network Corporation's subsidiary, Blockbuster L.L.C., delivers family entertainment to millions of customers around the world. DISH Network Corporation is a Fortune 200 company. Visit www.dish.com.


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## Volatility (May 22, 2010)

phrelin said:


> We all know he has conquered the necessary wormhole-related technology, He just needs some *extra bandwidth *to make it work and phone customers to buy it. :sure:


Dish actually purchase a ton of bandwidth not to long ago, I remember a DirecTV trainer telling me this like a month ago that D* couldn't figure out why they had done so. Hmm...


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## tsmacro (Apr 28, 2005)

SoftBank raises offer. Check.......mate? http://money.msn.com/business-news/article.aspx?feed=OBR&date=20130611&id=16578376


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## James Long (Apr 17, 2003)

Hmmm ... if SoftBank sees the need to raise their bid apparently DISH has a chance.


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## Athlon646464 (Feb 23, 2007)

Clearwire board rejects Sprint offer in favor of Dish Network bid

Well, it looks like Sprint's letter to Clearwire Corp. didn't adequately trash Dish Network. According to The Wall Street Journal, a special committee of Clearwire's board will push back a shareholder vote on Sprint's deal today and recommend that the full board endorse Dish's buyout proposal. Needless to say, that would put a sizable wrench in Sprint's plans to fully acquire the spectrum provider. The carrier already owns nearly half of Clearwire, and if Dish gets its way, it will become a major minority shareholder in the company. Whatever happens next, likely won't end the drawn-out bidding war, though; Sprint has already claimed that Dish's offer can't legally be accepted without its consent. As always, stay tuned.

Update: Dish just formally announced the extension of its tender offer to Clearwire, pushing back the original June 28th date to July 2nd. Skip past the break for the full release.

Full Story Here


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## tsmacro (Apr 28, 2005)

*DISH Issues Update on Sprint Proposal*

ENGLEWOOD, Colo.--(BUSINESS WIRE)-- DISH Network Corp. (NASDAQ: DISH) issued the following statement updating the status of its proposal to merge with Sprint Nextel Corporation:
"While DISH continues to see strategic value in a merger with Sprint, the decisions made by Sprint to prematurely terminate our due diligence process and accept extreme deal protections in its revised agreement with SoftBank, among other things, have made it impracticable for DISH to submit a revised offer by the June 18th deadline imposed by Sprint. We will consider our options with respect to Sprint, and focus our efforts and resources on completing the Clearwire tender offer."
*About DISH*
DISH Network Corporation (NASDAQ: DISH), through its subsidiary DISH Network L.L.C., provides approximately 14.092 million satellite TV customers, as of March 31, 2013, with the highest quality programming and technology with the most choices at the best value, including HD Free for Life*®*. Subscribers enjoy the largest high definition line-up with more than 200 national HD channels, the most international channels, and award-winning HD and DVR technology. DISH Network Corporation's subsidiary, Blockbuster L.L.C., delivers family entertainment to millions of customers around the world. DISH Network Corporation is a Fortune 200 company. Visit www.dish.com.


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## Stuart Sweet (Jun 19, 2006)

Does this sound to you guys like DISH is dropping its bid for Sprint?


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## James Long (Apr 17, 2003)

Stuart Sweet said:


> Does this sound to you guys like DISH is dropping its bid for Sprint?


I agree with that assessment ... it sounds like they will still go after Clearwire but have been blocked from the Sprint merger.


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## inkahauts (Nov 13, 2006)

Could be. Will be interesting to see what unfolds in the next six months.


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## inkahauts (Nov 13, 2006)

Could be. Will be interesting to see what unfolds in the next six months.


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## Stewart Vernon (Jan 7, 2005)

Yeah... the whole thing just continues to be weird... simultaneously bidding up the price for Clearwire and Sprint... then bailing on Sprint. I don't think Charlie ever really wanted Sprint anyway... but it still seems weird.


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## tsmacro (Apr 28, 2005)

Stewart Vernon said:


> Yeah... the whole thing just continues to be weird... simultaneously bidding up the price for Clearwire and Sprint... then bailing on Sprint. I don't think Charlie ever really wanted Sprint anyway... but it still seems weird.


Maybe he's being like that guy in the auction who runs up the price by bidding on something they don't really want just to make someone else pay more?


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## SayWhat? (Jun 7, 2009)

Sprint shareholders approve SoftBank acquisition

USA TODAY

- ‎44 minutes ago‎

Sprint Nextel said its shareholders voted Tuesday to approve its merger agreement with Japan's SoftBank, clearing a hurdle in their plans to form a more formidable wireless competitor to Verizon Wireless and AT&T.


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## damondlt (Feb 27, 2006)

Here is the Latest.
Seems an ATT or Directv merger might be in the works if Dish can't grab T-Mobile!
Doesn't appear Dish is in a good spot!

http://www.bloomberg.com/news/2013-06-25/dish-t-mobile-bid-seen-as-ergen-s-last-resort-real-m-a.html


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## Athlon646464 (Feb 23, 2007)

Analyst: Likelihood of Dish Network-AT&T merger is "now significantly higher"

With Sprint Nextel and Clearwire out of the picture, T-Mobile and DirecTV have been named as the most likely merger candidates for Dish Network.

Macquarie analyst Amy Yong brings another high-profile company into the fray.

"The likelihood of an AT&T-Dish merger is now significantly higher," Yong wrote in a research note Friday.

Dish and AT&T have a bit of history. Rumors and speculation about the companies potentially tying the knot date back about a decade, with regulatory approval among the concerns of any potential deal.

Full Story Here


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## tsmacro (Apr 28, 2005)

Looks like SoftBank really leveraged itself to buy Sprint:

SoftBank Cut to Junk by S&P After FCC Approves Sprint Deal

SoftBank Corp. (9984), led by billionaire Masayoshi Son, had its credit rating cut to junk by Standard & Poor's after winning approval from the Federal Communications Commission for its $21.6 billion bid to buy Sprint Nextel Corp. (S)
The rating was cut to BB+, the highest non-investment grade, from BBB, with a stable outlook, S&P said in a statement today. The FCC announced July 5 that the deal is in the public's interest, giving Son a position in the U.S. market.

Rest of article here: http://www.bloomberg.com/news/2013-07-08/softbank-rating-lowered-to-junk-by-s-p-after-sprint-acquisition.html


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## Stewart Vernon (Jan 7, 2005)

Maybe Dish was pushing and hoping for this... requiring Softbank to over-leverage itself for the buyout... which ultimately results in a weaker Sprint once the buyout closes since they likely move the debt onto Sprint... then Dish can pick up Clearwire OR Sprint for a song in a couple of years?

Or maybe I'm trying to hard to get inside Charlie's brain.


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## tsmacro (Apr 28, 2005)

Paulson Sees T-Mobile Takeover Target for Dish, Sprint

By Kelly Bit - Jul 17, 2013 11:43 AM ET

John Paulson, the billionaire hedge-fund manager whose firm is the largest outside investor in T-Mobile US Inc. (TMUS), said the company is a likely takeover target for Dish Network Corp. (DISH) or Sprint Corp. (S)
Paulson & Co., whose biggest fund specializes in buying shares of companies undergoing mergers, became a 2.3 percent stakeholder in T-Mobile US when the mobile phone company merged with MetroPCS in May of this year. The $17 billion firm, which had bought shares of MetroPCS before the merger, plans to hold the stake in the new company in anticipation of further consolidation in the industry, Paulson & Co. said in a letter to clients, a copy of which was obtained by Bloomberg News.

See the rest here: _http://www.bloomberg.com/news/2013-07-17/paulson-sees-t-mobile-takeover-target-for-dish-sprint.html_


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