BONN, Germany, BELLEVUE, Wash. and RICHARDSON, Texas, March 19, 2013 /PRNewswire/
-- Deutsche Telekom AG (XETRA: DTE; "Deutsche
Telekom"), T-Mobile USA, Inc.
("T-Mobile") and MetroPCS Communications, Inc. (NYSE: PCS;
"MetroPCS") today announced the members of the board of directors
of the combined company upon completion of the proposed combination
of MetroPCS and T-Mobile. This impressive and diverse group
of individuals has a wide variety of expertise, qualifications,
attributes and skills, including corporate governance and board
service, executive management, finance and accounting, private
equity, operations, strategy, technology, investor relations,
telecommunications industry experience, and public service.
Under the Business Combination Agreement containing the terms of
the proposed combination, the board of directors of the combined
company will have 11 members, including two current directors of
MetroPCS and the Chief Executive Officer of the combined
company. Timotheus Hottges, currently Deputy Chief Executive
Officer and Chief Financial Officer of Deutsche Telekom, will serve
as Chairman of the Board.
The directors of the combined company's board, upon completion
of the proposed combination, will be as follows:
W. Michael Barnes
(70) is a current director of MetroPCS. He has served
on the MetroPCS board since May 2004
and is the Chairman of MetroPCS' Audit Committee. From 1968
to 2001, Mr. Barnes held several positions at Rockwell
International Corporation (now Rockwell Automation, Inc.),
including Senior Vice President, Finance & Planning and Chief
Financial Officer from 1991 through 2001. Mr. Barnes has
served as a director of Advanced Micro Devices, Inc. since
2003.
Srikant Datar (59) is the
Arthur Lowes Dickinson Professor at the Graduate School of Business
Administration at Harvard University.
Before joining Harvard's Business
School in 1996, Mr. Datar worked as an accountant and
planner in industry, and as a professor at Carnegie Mellon University and Stanford University. Mr. Datar's research
expertise includes cost management, productivity measurement, new
product development, time-based competition, incentives, and
performance evaluation. Mr. Datar currently serves on the
board of directors of Novartis AG, where he is also the Chairman of
the Audit and Compliance Committee, and a member of the Chairman's
Committee, the Risk Committee and the Compensation Committee.
Mr. Datar is also a member of the boards of directors of ICF
International Inc, where he is a member of the Corporate Governance
and Nominating Committee; Stryker
Corp, where is a member of the Audit and Finance Committees;
and HCL Technologies, where he is a member of the Compensation
Committee.
Lawrence H. Guffey (45) is
a Senior Managing Director in Blackstone's Private Equity Group,
where he leads the firm's media and communications investment
activities and has day-to-day responsibility for management of
Blackstone Communications Advisors. Since joining Blackstone
in 1991, Mr. Guffey has led or co-led Blackstone's efforts in
virtually all media and communications-related investments.
Mr. Guffey presently serves on the boards of Axtel S.A. de
C.V. and Deutsche Telekom A.G. (supervisory board). Mr.
Guffey previously served on the board of directors of Centennial
Communications Corp., Comnet Cellular Inc., US Radio Corp,
Cineworld Group Plc, New Skies Satellite NV and TDC AS.
Timotheus Hottges (50) will serve as Chairman of the
Board of the combined company. He is currently Deputy Chief
Executive Officer and Chief Financial Officer of Deutsche Telekom
and has been a member of the Board of Management of Deutsche
Telekom AG responsible for Finance and Controlling since
2009. From December 2006 until
his appointment as Chief Financial Officer, he was the Group Board
of Management member responsible for the T-Home unit. In this
position, he oversaw the fixed-network and broadband business, as
well as integrated sales and service in Germany. Under his leadership, T-Home
led the market in DSL customer additions and launched Entertain, an
Internet TV service, into a mass-market product while stabilizing
profitability. After implementing various cost-cutting
programs at T-Home and in the European mobile communications
subsidiaries, Mr. Hottges became responsible for the Group-wide
Save for Service efficiency enhancement program. From 2005 to
2009, Mr. Hottges headed European operations as a member of the
Board of Management, T-Mobile International. Prior to that,
he was Managing Director, Finance and Controlling and Chairman of
the Managing Board of T-Mobile Deutschland. Mr. Hottges
studied business administration at Cologne University, after which he spent three
years with a business consulting company, latterly as a project
manager. At the end of 1992, he moved to the VIAG Group in
Munich. He became divisional
manager in 1997 and, later, a member of the extended management
board responsible for controlling, corporate planning, and mergers
and acquisitions. As project manager, he played a central
role in the merger of VIAG AG and VEBA
AG to form E.ON AG, which
became effective on September 27,
2000.
Raphael Kubler (50) is a
Senior Vice President Group Controlling at Deutsche Telekom AG
where he is responsible for the financial planning, analysis and
steering of the overall Deutsche Telekom Group as well as the
financial management of central headquarters and shared services of
the Deutsche Telekom Group, a position he has held since 2009.
From 2003 to 2009, Mr. Kubler served as Chief Financial
Officer of T-Mobile Deutschland GmbH, the mobile operations of
Deutsche Telekom AG in Germany,
where he executed various cost reduction programs, developed
value-based steering mechanisms for sales and market investments,
and implemented a new service oriented culture in all customer
facing finance operations. Mr. Kubler presently serves on the
boards of T-Systems International, where he is a member of the
Supervisory Board and Chairman of the Audit Committee; T-Mobile
USA, Inc.; and Deutsche Telekom
Kundenservices GmbH, the customer services subsidiary of Deutsche
Telekom AG, where he is a member of the Supervisory Board.
Thorsten Langheim (46) is
Senior Vice President of Group Development and M&A at Deutsche
Telekom AG. Since joining Deutsche Telekom in 2009, he has
been responsible for Deutsche Telekom AG's Global M&A and
Strategic Portfolio Management activities. Between 2004 and
2009, Mr. Langheim was a Managing Director at the Blackstone
Private Equity Group with a primary focus on Blackstone's private
equity investment activities in Germany. Between 1995 and
2004, Mr. Langheim worked as an M&A Investment Banker. He
has been Vice President in the European M&A Execution Group of
J.P. Morgan in London focusing on
pan European and German M&A transactions in various sectors.
Mr. Langheim is a member of the Supervisory Board of Scout24.
Previously, Mr. Langheim served on the boards of Sulo Gruppe, Gerresheimer Glas AG, Kabel Baden
Wurttemberg GmbH, STRATO AG and
T-Venture Holding GmbH.
John J. Legere (54)
joined T-Mobile in September 2012 as
President and Chief Executive Officer with over 32 years'
experience in the U.S. and global telecommunications and technology
industries. Prior to joining T-Mobile, Mr. Legere served as
CEO of Global Crossing Limited, where he successfully transformed
the company to become a leading provider of IP services worldwide.
Before this, he was CEO of Asia Global Crossing, originally a
Microsoft Corporation, Softbank Corp., and Global Crossing joint
venture. Previously, he served as President of Dell Computer
Corporation's operations in Europe, the Middle
East, Africa, and the
Asia-Pacific region. Mr.
Legere also worked at AT&T for 18 years in a number of senior
positions, including President of AT&T Asia Pacific, President
of AT&T Solutions Outsourcing Unit, and head of global strategy
and development. He began his career at New England Telephone
in 1980. Mr. Legere received a Bachelor's degree in Business
Administration from the University of
Massachusetts, and a Master of Science degree as an Alfred
P. Sloan Fellow at the Massachusetts Institute
of Technology. Additionally, he received his Master of
Business Administration degree from Fairleigh
Dickinson University (FDU) and completed Harvard's Program for Management Development
(PMD).
Rene Obermann (50) has
been serving as Chief Executive Officer of Deutsche Telekom AG
since November 2006. Mr. Obermann joined the Deutsche Telekom
Group in 1998. In 2000, Mr. Obermann became Chief Executive
Officer of T-Mobile Deutschland and assumed additional
responsibility for the European business of T-Mobile International
AG & Co. KG one year later. From the end of 2002 to 2006, he
served as Chief Executive Officer of T-Mobile International AG
& Co. KG. Mr. Obermann presently serves on the boards of
the following companies: Deutsche Telekom AG (Board of Management),
E.ON AG (Supervisory Board),
T-Mobile USA Inc. (Chairman), and
T-Systems International GmbH (Chairman of the Supervisory Board), a
subsidiary of Deutsche Telekom AG.
James N. Perry, Jr.
(52) is a current director of MetroPCS. He has served
on the Board since November 2005 and
is the Chairman of MetroPCS' Nominating and Corporate Governance
Committee and a member of MetroPCS' Audit and Finance and Planning
Committees. Mr. Perry is a Managing Director of Madison
Dearborn Partners, LLC, a Chicago-based private equity investing
firm. He specializes in investing in companies in the
communications industry. Prior to co-founding Madison
Dearborn Partners in 1992, Mr. Perry spent eight years with First
Chicago Venture Capital. Mr. Perry also serves on the boards
of several private companies and non-profit organizations,
including New Asurion Corporation, Sorenson Communications, Inc.,
The Topps Company, Inc., Univision Communications, Inc., the
Chicago Public Media board and the School Board of the Archdiocese
of Chicago. Mr. Perry
previously served on the board of directors of Nextel Partners from
July 2003 to June 2006.
Teresa A. Taylor (49) has
served as the Chief Executive Officer of Blue Valley Advisors, LLC
since 2011. From 2009 to 2011, Ms. Taylor was the Chief
Operating Officer of Qwest Communications, Inc. Ms. Taylor
joined Qwest in 1988 and held a number of management positions of
increasing responsibility, including Executive Vice President-
Business Markets Group, Executive Vice President and Chief
Administrative Officer, Executive Vice President- Wholesale
Markets, and Executive Vice President- Product and Pricing.
Ms. Taylor serves on the board of directors of NiSource, Inc.
and First Interstate BancSystem, Inc. She also serves as an
executive advisor to Governor Hickenlooper of Colorado, assisting the Office of Economic
Development and International Trade.
Kelvin R. Westbrook (57)
is President and Chief Executive Officer of KRW Advisors, LLC, a
privately-held company providing consulting and advisory services
in the telecommunications, media and other industries. Mr.
Westbrook has served in this capacity since September 2007. Before founding KRW Advisors,
LLC, Mr. Westbrook founded Millennium Digital Media Systems, LLC, a
broadband telecommunication services company, and held several
executive positions at the company from 1997 to 2007, including
Chairman and Chief Strategic Officer and President and Chief
Executive Officer. Mr. Westbrook also founded and served as
the President and Chairman of LEB Communications, Inc., an
affiliate of Charter Communications, and as Executive Vice
President of Charter Communications with responsibility for
operations in St. Louis and
several other regions of the country. Earlier in his career
Mr. Westbrook was a Partner in the national law firm of Paul,
Hastings, Janofsky & Walker (now
Paul Hastings, LLP) in New York City, where he specialized in mergers
and acquisitions and corporate finance and served as Co-Chair of
its Telecommunications Practice Group. Mr. Westbrook is a
member of the boards of Archer Daniels Midland Company, Camden
Property Trust, and Stifel Financial Corp. Mr. Westbrook
previously served on the board of Angelica Corporation from 2001 to
2008.
A Special Meeting of MetroPCS stockholders (the "Special
Meeting") to vote on matters relating to the proposed combination
of MetroPCS with T-Mobile has been scheduled for April 12, 2013. MetroPCS stockholders of
record as of the close of business on March
11, 2013 are entitled to vote at the Special Meeting.
The combination is expected to close shortly after the
Special Meeting.
The MetroPCS board unanimously recommends that stockholders vote
their shares FOR all of the proposals relating to the proposed
combination with T-Mobile by returning their GREEN proxy card with
a "FOR" vote for all proposals. Because some of the proposals
required to close the proposed transaction require at least an
affirmative vote of a majority of all outstanding shares, the votes
of all of MetroPCS' stockholders are important. The failure
to vote or an abstention will have the same effect as a vote
against the proposed combination. If stockholders vote
against the proposed combination, there is no assurance that
MetroPCS will be able to deliver the same or better stockholder
value.
The Company urges stockholders to discard any white proxy cards,
which were sent by a dissident stockholder. If a stockholder
previously submitted a white proxy card, the Company urges them to
vote as instructed on the GREEN proxy card, which will revoke any
earlier dated proxy card that was submitted, including any white
proxy card.
Stockholders who have questions or need assistance in voting
their shares should contact the Company's proxy solicitor,
MacKenzie Partners, Inc. toll-free at (800) 322-2885 or call
collect at (212) 929-5500.
If stockholders have any questions or need assistance with
voting their GREEN proxy card, please contact the Company's proxy
solicitor, MacKenzie Partners, at the phone numbers listed
below.
105 Madison Avenue
New York, NY 10016
(212) 929-5500 (call collect)
Or
TOLL-FREE (800) 322-2885
About Deutsche Telekom
Deutsche Telekom is one of the world's leading integrated
telecommunications companies with more than 132 million mobile
customers, over 32 million fixed-network lines and 17 million
broadband lines (as of December 31,
2012). The Group provides products and services for the
fixed network, mobile communications, the Internet and IPTV for
consumers, and ICT solutions for business customers and corporate
customers. Deutsche Telekom is present in around 50 countries and
has 230,000 employees worldwide. The Group generated revenues of
EUR 58.2 billion in the 2012
financial year – more than half of it outside Germany (as of December
31, 2012).
About T-Mobile USA,
Inc.
Based in Bellevue, Wash.,
T-Mobile USA, Inc. is the U.S.
wireless operation of Deutsche Telekom AG (XETRA: DTE; OTCQX:
DTEGY). By the end of the fourth quarter of 2012,
approximately 132.3 million mobile customers were served by the
mobile communication segments of the Deutsche Telekom group — 33.4
million by T-Mobile USA — all via
a common technology platform based on GSM and UMTS and additionally
HSPA+ 21/HSPA+ 42. T-Mobile USA's
innovative wireless products and services help empower people to
connect to those who matter most. Multiple independent
research studies continue to rank T-Mobile USA among the highest in numerous regions
throughout the U.S. in wireless customer care and call quality.
For more information, please visit http://www.T-Mobile.com.
T-Mobile is a federally registered
trademark of Deutsche Telekom AG. For further information on
Deutsche Telekom, please visit
www.telekom.de/investor-relations.
About MetroPCS Communications, Inc.
Dallas-based MetroPCS
Communications, Inc. (NYSE: PCS) is a provider of no annual
contract, unlimited wireless communications service for a
flat-rate. MetroPCS is the fifth largest facilities-based wireless
carrier in the United States based
on number of subscribers served. With Metro USA(SM), MetroPCS customers can use their
service in areas throughout the United
States covering a population of over 280 million people. As
of December 31, 2012, MetroPCS had
approximately 8.9 million subscribers. For more information please
visit www.metropcs.com.
Additional Information and Where to Find It
This document relates to a proposed transaction between MetroPCS
and Deutsche Telekom. In connection with the proposed transaction,
MetroPCS has filed with the Securities and Exchange Commission (the
"SEC") an amended definitive proxy statement. Security holders are
urged to read carefully the amended definitive proxy statement and
all other relevant documents filed with the SEC or sent to
stockholders as they become available because they will contain
important information about the proposed transaction. All documents
are, and when filed will be, available free of charge at the SEC's
website (www.sec.gov). You may also obtain these documents by
contacting MetroPCS' Investor Relations department at 214-570-4641,
or via e-mail at investor_relations@metropcs.com. This
communication does not constitute a solicitation of any vote or
approval.
Participants in the Solicitation
MetroPCS and its directors and executive officers will be deemed
to be participants in any solicitation of proxies in connection
with the proposed transaction. Information about MetroPCS'
directors and executive officers is available in MetroPCS' annual
report on Form 10-K filed with the SEC on March 1, 2013. Other information regarding the
participants in the proxy solicitation and a description of their
direct and indirect interests, by security holdings or otherwise,
is contained in the amended definitive proxy statement and other
relevant materials filed with the SEC regarding the proposed
transaction. Investors should read the amended definitive proxy
statement carefully before making any voting or investment
decisions.
Cautionary Statement Regarding Forward-Looking
Statements
This document includes "forward-looking statements" for the
purpose of the "safe harbor" provisions within the meaning of the
Private Securities Litigation Reform Act of 1995, as amended. Any
statements made in this document that are not statements of
historical fact, and statements about our beliefs, opinions,
projections, strategies, and expectations, are forward-looking
statements and should be evaluated as such. These forward-looking
statements often include words such as "anticipate," "expect,"
"suggests," "plan," "believe," "intend," "estimates," "targets,"
"views," "projects," "should," "would," "could," "may," "become,"
"forecast," and other similar expressions. Forward looking
statements include statements regarding the anticipated closing
date for the transaction and any statements made regarding our
strategy, prospects or future performance.
All forward-looking statements involve significant risks and
uncertainties that could cause actual results to differ materially
from those in the forward-looking statements, many of which are
generally outside the control of MetroPCS, Deutsche Telekom and
T-Mobile and are difficult to predict. Examples of such risks and
uncertainties include, but are not limited to, the possibility that
the proposed transaction is delayed or does not close, including
due to the failure to receive the required stockholder approvals or
required regulatory approvals, the taking of governmental action
(including the passage of legislation) to block the proposed
transaction, the failure to satisfy other closing conditions, the
possibility that the expected synergies will not be realized, or
will not be realized within the expected time period, the
significant capital commitments of MetroPCS and T-Mobile, global
economic conditions, fluctuations in exchange rates, competitive
actions taken by other companies, natural disasters, difficulties
in integrating the two companies, disruption from the transaction
making it more difficult to maintain business and operational
relationships, actions taken or conditions imposed by governmental
or other regulatory authorities and the exposure to litigation.
Additional factors that could cause results to differ materially
from those described in the forward-looking statements can be found
in MetroPCS' annual report on Form 10-K, filed March 1, 2013, and other filings with the SEC
available at the SEC's website (www.sec.gov). The results for
any prior period may not be indicative of results for any future
period.
The forward-looking statements speak only as to the date made,
are based on current assumptions and expectations, and are subject
to the factors above, among others, and involve risks,
uncertainties and assumptions, many of which are beyond our ability
to control or ability to predict. You should not place undue
reliance on these forward-looking statements. MetroPCS, Deutsche
Telekom and T-Mobile do not undertake a duty to update any
forward-looking statement to reflect events after the date of this
document, except as required by law.
For
MetroPCS Communications, Inc.
|
For
Deutsche Telekom
|
Investor
Relations Contacts:
|
+49 228
181 4949
|
Keith
Terreri, Vice President - Finance & Treasurer
|
media@telekom.de
|
Jim
Mathias, Director - Investor Relations
|
or
|
214-570-4641
|
+49 228
181 888 80
|
investor_relations@metropcs.com
|
investor.relations@telekom.de
|
|
|
|
For
T-Mobile USA
|
Media
Relations
|
425-378-4002
|
mediarelations@t-mobile.com
|
SOURCE MetroPCS Communications, Inc.; T-Mobile USA; Deutsche Telekom