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Wednesday, April 24, 2013
MetroPCS Stockholders Approve T-Mobile-MetroPCS Combination


At a special meeting in Richardson, Texas, the stockholders of MetroPCS today approved the agreement with Deutsche Telekom to combine T-Mobile USA with their company.

Deutsche Telekom applauded the shareholders? decision, which clears the path for a larger and more powerful mobile services provider in the USA.

"This is a major step for Deutsche Telekom," said Rene Obermann, CEO of Deutsche Telekom Group. "We have accomplished a lot in the USA recently, for example our network modernization and the new T-Mobile USA management team, which has seen considerable success. And we have finalized the contracts with Apple and MetroPCS. The merger with MetroPCS is extremely important, since it enables us to be more aggressive in the USA."

With today's approval by MetroPCS' stockholders, all the requisite approvals required to complete the proposed combination have been received and the transaction is expected to close by May 1, 2013. In line with the closing, the consolidation of the new company into the Deutsche Telekom Group will be effective as of May 1, 2013.

As part of the transaction, MetroPCS shareholders (status as of March 11, 2013) will receive an advanced cash payment of approximately 1.5 billion US dollars from their company. This will be followed by a reverse stock split of the MetroPCS shares before the company is merged with T-Mobile USA. Following the closing of the transaction, the shareholders of (the former) MetroPCS will receive 26 percent of the shares of the new company, while Deutsche Telekom will hold 74 percent of the merged company.

The company will trade under the legal name T-Mobile US and will be listed on the New York Stock Exchange (NYSE) under the symbol TMUS.

The deal, first announced in early October 2012, had looked set for defeat until earlier this month. Activist shareholder P. Schoenfeld Asset Management had led a proxy battle against the original deal, while biggest MetroPCS shareholder Paulson & Co had also threatened to vote against it.


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