AT&T Wireless 2012 Annual Report Download - page 71

AT&T Inc. | 69
Atlantic Tele-Network On January 22, 2013, we announced
an agreement to acquire Atlantic Tele-Network’s (ATNI) U.S.
retail wireless operations for $780 in cash, which covers
approximately 4.6 million people in primarily rural areas
across six states – Georgia, Idaho, Illinois, North Carolina,
Ohio and South Carolina. The acquisition includes spectrum
in the 700 MHz, 850 MHz and 1900 MHz bands and is largely
complementary to our existing network. The transaction is
subject to regulatory approval and we expect it to close in
the second half of 2013.
Purchase of Spectrum from Verizon On January 25, 2013,
we agreed to acquire spectrum in the 700 MHz B band from
Verizon Wireless for $1,900 in cash and the assignment of
AWS spectrum in five markets. This transaction is subject to
regulatory approval and we expect it to close in the second
half of 2013.
Dispositions
Advertising Solutions On May 8, 2012, we completed the
sale of our Advertising Solutions segment to an affiliate of
Cerberus Capital Management, L.P. for approximately $740 in
cash after closing adjustments, a $200 note and a 47 percent
equity interest in the new entity, YP Holdings. Our operating
results include the results of the Advertising Solutions
segment through May 8.
Tender of Telmex Shares In August 2011, the Board of
Directors of América Móvil, S.A. de C.V. (América Móvil)
approved a tender offer for the remaining outstanding shares
of Télefonos de México, S.A. de C.V. (Telmex) that were not
already owned by América Móvil. We tendered all of our
shares of Telmex for $1,197 of cash. Telmex was accounted
for as an equity method investment (see Note 7).
Sale of Sterling Operations In May 2010, we entered into
an agreement to sell our Sterling Commerce Inc. (Sterling)
subsidiary and changed our reporting for Sterling to
discontinued operations. In August 2010, we completed the
sale and received net proceeds of approximately $1,400.
During the second quarter of 2010, we accounted for Sterling
as a discontinued operation. We determined that the cash
inflows under a transition services agreement and our cash
outflows under an enterprise license agreement did not
constitute significant continuing involvement with Sterling’s
operations after the sale.
NOTE 4. ACQUISITIONS, DISPOSITIONS AND OTHER ADJUSTMENTS
Acquisitions
Spectrum Acquisitions During 2012, we acquired $855 of
wireless spectrum from various companies. During 2011, we
acquired $33 of wireless spectrum from various companies,
not including the Qualcomm spectrum purchase discussed
in the following paragraph.
Qualcomm Spectrum Purchase In December 2011, we
completed our purchase of spectrum licenses in the Lower
700 MHz frequency band from Qualcomm Incorporated for
approximately $1,925 in cash. The spectrum covers more than
300 million people total nationwide, including 12 MHz of
Lower 700 MHz D and E block spectrum covering more than
70 million people in five of the top 15 metropolitan areas and
6 MHz of Lower 700 MHz D block spectrum covering more
than 230 million people across the rest of the United States.
We plan to deploy this spectrum as supplemental downlink
capacity, using carrier aggregation technology once
compatible handsets and network equipment are developed.
Wireless Properties Transactions In June 2010, we
acquired certain wireless properties, including FCC licenses
and network assets, from Verizon Wireless for $2,376 in cash.
The assets primarily represent former Alltel Wireless assets
and served approximately 1.6 million subscribers in 79 service
areas across 18 states.
Centennial In December 2010, we completed our acquisition
accounting of Centennial Communications Corporation
(Centennial), which included net assets of $1,518 in goodwill,
$655 in FCC licenses, and $449 in customer lists and other
intangible assets.
Purchase of Wireless Partnership Minority Interest In
July 2011, we completed the acquisition of Convergys
Corporation’s minority interests in the Cincinnati SMSA
Limited Partnership and an associated cell tower holding
company for approximately $320 in cash.
Subsequent and Pending Acquisitions
Subsequent Spectrum Acquisitions On January 24, 2013,
we completed the acquisition of NextWave Wireless Inc.
(NextWave), which holds wireless licenses in the Wireless
Communication Services and Advanced Wireless Service
(AWS) bands. We acquired all the equity and purchased a
portion of the debt of NextWave for $600. In addition, certain
of NextWave’s assets were distributed to the holders of its
debt in redemption of the remainder of that debt. During
January 2013, we have also closed approximately $400 of
other wireless spectrum acquisitions from various companies.