Dish to FCC: Hold off on the Sprint-Softbank merger review

Summary:Dish Network is asking the FCC to hold off on its review on the Sprint-Softbank stake deal, because if there's no deal, Sprint can't acquire Clearwire, and Dish really, really wants it.

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Dish Network has asked the U.S. Federal Communications Commission to pause its review into Japan's Softbank proposed $20.1 billion acquisition of Sprint, after Dish and Sprint ended up competing to buy out Clearwire. 

In case you missed it, here's the situation regarding Sprint-Softbank-Clearwire-Dish. It's messy, by the way.

Softbank acquired a 70 percent stake in Sprint in October. With that cash injection, Sprint came along and said it wanted to acquire the rest of the Clearwire shares it didn't have in order to acquire more spectrum and more customers -- effectively buying out the company for $2.90 per share. But, majority shareholder Softbank capped the bid at $2.97 per share and wouldn't budge.

This ultimately gave Dish Network enough confidence to offer a far higher bid for Clearwire, which was completely out of the blue and despite the fact that Clearwire wasn't fielding offers from other companies. Dish offered $3.30 per share , completely trouncing Sprint's bid, but Clearwire said in a statement that while it would consider Dish's bid, it was "severely limited by its current contractual arrangements" with Sprint. Why? Sprint owns more than 50 percent of Clearwire and will not give up its stake for love nor money.

Read this

Dish Network makes bid for Clearwire, trumps Sprint's offer

Sprint's bid to acquire Clearwire was trumped by Dish Network by more than $800 million, but much of the deal rests on whether or not Sprint will give up its stake in Clearwire.

So, that happened. It's like a technological soap drama.

But, now that Dish Network has made a bid for Clearwire, it's asking the FCC to hold off on its Sprint-Softbank review because it knows that if Softbank's '70 percent stake of Sprint' deal goes through, Sprint will not have the cash to acquire the rest of the shares of Clearwire, leaving Dish to take it for its own.

At least, in theory.

In a regulatory filing with the FCC, Dish said that because Sprint's bid for Clearwire depends on the Sprint-Softbank deal going ahead, these "contingencies make SoftBank’s and Sprint’s applications unripe for consideration." 

No decisions have been made by Clearwire on Sprint's bid, and said the company plans to talk to Dish, and will keep its options open, reports Bloomberg.

Dish said: "...the 'shot clock' in this proceeding [should] be paused until the resolution of significant unresolved contingencies concerning Sprint offer to acquire all of Clearwire," because the firm argues that in the judicial context, "a claim is not ripe, and thus cannot proceed, if it rests upon 'contingent future events that may not occur as anticipated, or indeed may not occur at all'."

Which is fair enough, one might think. This whole acquisition chain is like a row of dominoes -- one thing rests on another, as does another. Dish's bid may be unsolicited, but it's higher than Sprint's and it doesn't rest on another company's cash injection from buying a stake in it. 

But Sprint won't go down without a fight. It's not going to give up its stake in Clearwire, but Dish probably won't have that much fun in managing the company if Sprint gets all bitter about it, and controls the other half.

Updated at 3:00 p.m. ET: with clarity in the first paragraph.

Topics: Networking, Mobility

About

Zack Whittaker writes for ZDNet, CNET, and CBS News. He is based in New York City.

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