April 19, 2024

DealBook: I.S.S. Backs Sprint’s Deal With SoftBank

The biggest of the proxy advisory firms, Institutional Shareholder Services, lent its support to Sprint Nextel‘s proposed sale to SoftBank of Japan late Friday, amid ongoing criticism of the deal by investors and a rival bid by Dish Network.

In its report, I.S.S. found that SoftBank’s offer fairly valued Sprint and provided much-needed capital that would help the wireless provider expand its network and turn around its long-struggling fortunes.

“Given the strategic merits of the SoftBank transaction, the sales and negtiation process overseen by the board, the strength of the valuation relative to precedent transactions, and the market reaction, a vote for the transaction is warranted,” I.S.S. wrote.

The recommendation by I.S.S. may influence many of the institutional investors that own shares in Sprint ahead of a scheduled meeting on June 12. The shareholder vote is considered the last major hurdle for the deal: Sprint and SoftBank received national security clearance for the offer earlier this week, and the Federal Communications Commission is expected to rule within days.

Some shareholders have questioned whether SoftBank’s offer values the cellphone service provider highly enough.

SoftBank is offering $7.30 a share in cash. It already invested $3.1 billion in Sprint last fall, providing capital that helped shore up the American company and financed a separate bid for an affiliated network operator, Clearwire. And if the deal is approved, it will invest an additional $4.9 billion.

If the deal is approved, SoftBank would own 70 percent of Sprint.

All told, I.S.S. values SoftBank’s bid at $6.45 a share, a level the proxy adviser finds reasonable.

By contrast, Dish’s takeover bid is offering $7 a share for Sprint in cash and stock. I.S.S. did not take a position on Dish’s rival $25.5 billion bid, citing the Sprint board’s ongoing discussions with the satellite TV company and the preliminary public details of the offer.

But I.S.S. did pose questions about whether a combined Dish and Sprint, which would carry more debt, would be able to afford the necessary expenses to improve the cellphone service provider’s network.

Shares in Sprint closed on Friday at $7.30 a share, suggesting that investors are expecting a bump from either side.

Article source: http://dealbook.nytimes.com/2013/06/01/i-s-s-backs-sprints-deal-with-softbank/?partner=rss&emc=rss

The Media Equation: Telecom’s Big Players Hold Back the Future

Susan Crawford, a professor at the school, has written a book, “Captive Audience: The Telecom Industry and Monopoly Power in the New Gilded Age,” that offers a calm but chilling state-of-play on the information age in the United States. She is on a permanent campaign, speaking at schools, conferences and companies — she was at Google last week — and in front of Congress, asserting that the status quo has been great for providers but an expensive mess for everyone else.

Ms. Crawford argues that the airwaves, the cable systems and even access to the Internet itself have been overtaken by monopolists who resist innovation and chronically overcharge consumers.

The 1996 Telecommunications Act, which was meant to lay down track to foster competition in a new age, allowed cable companies and telecoms to simply divide markets and merge their way to monopoly. If you are looking for the answer to why much of the developed world has cheap, reliable connections to the Internet while America seems just one step ahead of the dial-up era, her office — or her book — would be a good place to find out.

In a recent conversation, she explained that wired and wireless connections, building blocks of modern life, are now essentially controlled by four companies. Comcast and Time Warner have a complete lock on broadband in the markets they control, covering some 50 million American homes, while Verizon and ATT own 64 percent of cellphone service. Don’t get her started on the Comcast-NBCUniversal merger unless you have some time on your hands.

But don’t look for a jeremiad, either. A violist who plays in string quartets when she is not hammering telecom companies, Ms. Crawford is precise in her arguments and far from frantic in making them. The captains of industry who kidnapped telecoms and cable are not monsters, she says, merely shrewd capitalists who used leverage to maximize returns, no different or worse than the railroad or electricity barons of times past.

“They have acted in parallel to exclude competitors and used every lever they had to gain control over their markets. My whole book is essentially an argument to buy stock in cable companies,” she said with a laugh.

Her arguments don’t end there. High-capacity fiber connections to homes and businesses are not just a social good, but a business imperative, she says, and the lack of them will cripple American efforts to compete in a global economy.

Ms. Crawford said she believed that cities and states should take back control of their information infrastructure before it is too late. Already, 19 states have bent to the lobbying influence of established players and raised barriers to the public-private partnerships that would compete with legacy companies.

Verizon had been building out fiber optic cable networks — expensive to create but a dream to use — that were part of the competition envisioned by the telecommunications act. But in 2010, the company decided that it was a capital-intensive effort that offered less return than high-margin wireless, so it stopped expanding when just 14 percent of American homes have access to their fiber optic network.

Too bad, that. I have Verizon’s service, and even though it is expensive, it is fundamentally superior to Internet via cable because fiber can carry unlimited data, which means smooth downloading and streaming.

In 2012, Verizon entered into a joint marketing agreement with the cable companies, blessed by the Federal Communications Commission, so the former competitors are now firm allies.

“There has been a division of, ‘You take the wires, we’ll take wireless,’ which means that there is very little competition and investment, and very little access to high-speed connections,” Ms. Crawford said. It is worth pointing out that the billionaire Carlos Slim Helú controls 80 percent of the landlines in Mexico and 70 percent of the wireless market there. His recent appearance at the New York Public Library was accompanied by protests that his outsize presence was hurting consumers in Mexico. (Mr. Slim holds a minority stake in The New York Times Company.)

While consumers love to complain about their cable companies and Internet service, it’s sort of like the weather — no one does anything about it because no one can. And then there is Ms. Crawford. The New Republic recently called her “the next Elizabeth Warren,” suggesting that, just as Ms. Warren had been to the banking sector, Ms. Crawford “has become a dreaded figure to the industry she wants to reform.”

E-mail: carr@nytimes.com;

twitter.com/carr2n

Article source: http://www.nytimes.com/2013/05/20/business/media/telecoms-big-players-hold-back-the-future.html?partner=rss&emc=rss

Bits Blog: Anonymous to BART: We Hack. We Organize, Too

Anonymous, the loosely affiliated group of computer hackers, is planning a flesh-and-blood demonstration Monday afternoon in San Francisco to protest the Bay Area Rapid Transit cutting off underground cellphone service to thwart protesters.

Since Thursday, when BART temporarily shut down cellphone service in its tunnels to prevent a protest against police violence, the group has gone on the offensive. It hacked into myBart.org, a Web site for BART riders, and leaked the names, phone numbers and passwords of users.

Now it is calling for people to gather at the San Francisco Civic Center BART station at 5 p.m., wearing shirts stained with blood or paint. In addition to putting a call out on Twitter, the group said that it has sent an e-mail to the approximately 120,000 people it found on BART’s own mailing list, asking them to attend.

“Remember to bring your mask, and remember that this is a peaceful protest. Anonymous does not support violent action and it is discouraged,” the group said in a video posted online.

While Anonymous’s target is ostensibly the agency, leaking the names and passwords of riders has the potential to alienate those who it claims to support. The group acknowledged this danger, but ultimately blamed BART’s poor security for the breach.

“We apologize to any citizen that has his information published, but you should go to BART and ask them why your information wasn’t secure with them,” the group wrote on the Web site where it posted the leaked information. “Also do not worry, probably the only information that will be abused from this database is that of BART employees.”

Linton Johnson, a spokesman for the BART police department, jumped on the chance to portray the agency as a victim, saying that Anonymous had violated riders’ privacy. He said that BART has called in the Federal Bureau of Investigation and other law enforcement agencies to investigate the attack.

Anonymous has been very active in recent months, attacking the Web sites of major corporations and government agencies. But this action has been in the form of hacking attacks, not physical demonstrations. The group has held several large-scale demonstrations in the past, perhaps most notably a series of protests against the Church of Scientology in 2008.

But previous protests took weeks of planning, said Gregg Housh, an advocate affiliated with Anonymous who played a role in physical demonstrations in the past. The speed at which such actions can be organized is changing rapidly, a trend that has been on display across the globe this year.

“It used to be months, then weeks, now it’s days,” he said. “Soon it will be hours.”

Of course, it is unclear how many people will actually show up on Monday. But BART is not taking any chances. On Sunday, it posted an alert on its Web site warning riders of possible disruptions due to the protest.

Mr. Johnson, the agency spokesman, said that as BART prepares for protests this afternoon and in the future, it would not rule out cutting cellphone service again. He said that the criticism the agency has received for its actions last week were misguided.

“The fact that people want to focus on the cellphone service, I think it’s an interesting argument, but people are forgetting the other constitutional right that allows government agencies to put people’s right to safety ahead of their right of expression,” he said. “We are allowed to designate the time, place and manner of free speech.”

Article source: http://feeds.nytimes.com/click.phdo?i=779e1fe6f64c8b50a1844f7a754802ad