Sprint Nextel Corp. (S) shareholders approved a $21.6 billion deal with Tokyo-based SoftBank Corp. (9984), agreeing to give the Japanese company control of the third-largest U.S. wireless carrier after an eighth-month saga.
About 98 percent of the votes cast favored the transaction, Overland Park, Kansas-based Sprint said today in a statement. SoftBank, which has three of the four regulatory approvals needed to do the Sprint deal, still requires a final nod from the U.S. Federal Communications Commission.
The shareholder decision ends a takeover contest that saw a $25.5 billion counteroffer from satellite-television provider Dish Network Corp. (DISH), a special agreement to appoint a national security representative to the company’s board and a bidding war for control of Clearwire Corp. (CLWR) -- a wireless Internet service provider half-owned by Sprint.
For SoftBank President Masayoshi Son, the 61st-richest person in the world, the approval brings him a step closer to his goal of turning SoftBank into the world’s largest carrier. Fellow billionaire, Charlie Ergen, Dish’s chairman, had challenged Son for control of Sprint, only to abandon the plan last week after SoftBank sweetened its offer.
“We are pleased to have the support of Sprint shareholders,” SoftBank said in an e-mailed statement. “We look forward to receiving FCC approval and promptly completing the transaction so that we can begin implementing our plans to deploy an advanced Sprint network that supports innovative devices and service packages tailored to the rapidly expanding mobile needs of U.S. consumers. ”
The FCC had no comment on when commissioners were scheduled to vote on the deal, said Neil Grace, a spokesman for the agency.
Son will serve as chairman of Sprint after the deal closes, with SoftBank Holdings Inc. President Ron Fisher becoming vice chairman.
“Today is a historic day for our company, and I want to thank our shareholders for approving this transformative merger agreement,” Sprint Chief Executive Officer Dan Hesse in the statement. “The transaction with SoftBank should enhance Sprint’s long-term value and competitive position by creating a company with greater financial flexibility.”
Sprint initially forged a deal with SoftBank in October, agreeing to sell 70 percent of the company for $20.1 billion. Dish offered $25.5 billion for Sprint in April, though its terms were structured differently and not directly comparable to SoftBank’s price. Dish also never submitted a firm enough bid to be “actionable,” Sprint said.
To seal the deal, SoftBank raised its bid to $21.6 billion for 78 percent of Sprint on June 10.
At the time, Sprint set a June 18 deadline for Dish to respond. When the day came, the satellite company begged off, saying Sprint had “made it impracticable for Dish to submit a revised offer.” Three days later Dish abandoned its bid.
Sprint also faced a takeover contest with Dish for Clearwire, its wireless-network partner. Seeking to end a protracted bidding war, Sprint offered $5 a share for the company last week. The price was 14 percent above what Dish proposed and values the business at about $14 billion.
Clearwire shareholders are scheduled to vote July 8 on the bid, which gained the support of a group of investors that had previously opposed Sprint’s proposals.
Clearwire’s board also agreed to a $115 million breakup fee if the transaction isn’t completed, further hindering Dish’s chances to make a better offer. Dish hasn’t said whether it will make a new counteroffer for Clearwire.
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