Crown Castle’s $2.4 Billion Acquisition of T-Mobile Towers

On September 28, 2012, Crown Castle International Corp. and T-Mobile USA, Inc., a subsidiary of Deutsche Telekom, AG, announced that they have entered into definitive agreements pursuant to which Crown Castle will acquire rights to approximately 7,200 T-Mobile towers for $2.4 billion in cash at closing, subject to certain adjustments. Cravath represented Crown Castle in connection with this transaction.

Under the definitive agreements, Crown Castle will have the exclusive right to lease and operate the T-Mobile towers for a weighted average term of approximately 28 years. In addition, Crown Castle will have the option to purchase such towers at the end of the respective lease terms for aggregate option payments of approximately $2.4 billion, which payments, if the option is exercised, would be made primarily between 2025 and 2048. The transaction is expected to close in the fourth quarter of 2012.

The Cravath team included partners Stephen L. Burns and Erik R. Tavzel and associate Gillian L. Warmflash on corporate matters; partner Michael L. Schler and associate Matthew Y. Lau on tax matters; and partner Matthew Morreale on environmental matters.