T-Mobile’s scalable broadband and wireless growth engine combined with EQT’s infrastructure expertise will leverage Lumos’ fiber platform to deliver broadband services to more Americans 

BELLEVUE, Wash. & NEW YORK, NY, April 25, 2024,  — T-Mobile (NASDAQ: TMUS), America’s 5G leader and fastest growing broadband provider, and EQT, a purpose-driven global investment organization, today announced they have entered into a joint venture (JV) with EQT’s Infrastructure VI fund (EQT) that will acquire fiber-to-the-home platform Lumos from EQT’s predecessor fund EQT Infrastructure III.

The JV will bring T-Mobile’s retail, marketing, brand and customer experience strengths together with EQT’s fiber infrastructure investment expertise. Together they will acquire Lumos’ scalable fiber network build capabilities to deliver best-in-class high-speed fiber internet connectivity to customers across the U.S. without access to fiber today. After the transaction closes, Lumos, which currently reaches 320,000 households over 7,500 route miles with fiber optic internet and home wi-fi service in the Mid-Atlantic, will transition to a wholesale model with T-Mobile as the anchor tenant owning customer relationships and leveraging its brand to attract new subscribers. The JV will focus on market identification and selection, network engineering and design, network deployment, and customer installation.

“As the demand for reliable, low-latency connectivity rapidly increases, this deal is a scalable strategy for T-Mobile to take a significant step forward in expanding on our broadband success and continue shaking up competition in this space to bring even more value and choice to consumers,” said Mike Sievert, CEO of T-Mobile. “Together with EQT and Lumos, T-Mobile is building on our position as the fastest growing broadband provider in the country in a value-accretive way that complements our sustained growth leadership in wireless. Customers – homes and businesses – who get the fast, affordable, and reliable internet they need will be the real winners.”

T-Mobile provides a unique value proposition and much-needed reliable connectivity to homes and businesses across the country through its 5G Internet, a fixed wireless internet service on its 5G network that is available to more than 50 million households and businesses nationwide and serves over 5 million customers, as well as T-Mobile Fiber, which has launched in parts of 16 U.S. markets. Those launches have shown consumer demand for broadband that T-Mobile cannot meet through its fallow capacity fixed wireless product alone, and many customers want the speed and reliability that only fiber can provide.

Jan Vesely, Partner within EQT’s Infrastructure Advisory Team said, “We are proud to have partnered with Lumos over the past six years to rapidly scale the company and roll out fiber to underserved markets, and we look forward to continuing to leverage EQT’s considerable digital infrastructure and fiber expertise to support the significant fiber buildout ambitions of T-Mobile and the JV. This new effort will build critical fiber broadband infrastructure that will enable remote work, education, and healthcare use cases across the country. We have worked with T-Mobile as a customer across many of our existing digital infrastructure investments and are delighted to build on that relationship and partner with T-Mobile on this opportunity to roll out fiber to underserved Americans.”

“Lumos takes great pride in our achievements, as we have successfully delivered fiber to hundreds of thousands of homes and businesses, marking a significant acceleration in our growth. Our commitment to enhancing customers’ lives through the development of a network prepared for the demands of tomorrow remains steadfast,” Brian Stading, CEO of Lumos. “With the support of our private equity partner, EQT, and leveraging the strength of the T-Mobile brand and unrivaled customer experience, Lumos is set to expedite our network expansion. This joint venture will amplify our ability to change lives through the transformative power of fiber optic internet.”

The transaction is expected to close in late 2024 or early 2025, subject to customary closing conditions and regulatory approvals. At closing, T-Mobile is expected to invest approximately $950 million in the JV to acquire a 50% equity stake and all existing fiber customers, with the funds invested by T-Mobile being used by Lumos for future fiber builds. The next capital contribution by T-Mobile out of an additional commitment of approximately $500 million is anticipated between 2027 and 2028. These combined investments are expected to allow Lumos to reach 3.5 million homes passed by the end of 2028. T-Mobile continues to expect to complete its remaining authorization for share repurchases and dividends in 2024.

With this transaction, EQT Infrastructure VI is expected to be 35-40% percent invested (including closed and/or signed investments, announced public offers, if applicable, and less any expected syndication) based on target fund size and subject to customary regulatory approvals.

Cautionary Statement Regarding Forward-Looking Statements

This communication contains certain forward-looking statements concerning T-Mobile and the proposed transaction with EQT to acquire regional fiber company Lumos. All statements other than statements of fact, including information concerning future results, are forward-looking statements. These forward-looking statements are generally identified by the words “plan,” “anticipate,” “believe,” “estimate,” “expect,” “intend,” “may,” “could” or similar expressions. Such forward-looking statements include, but are not limited to, statements about the benefits of the proposed transaction, including anticipated future financial and operating results, T-Mobile’s and the joint venture’s objectives, expectations and intentions, the accounting treatment of the proposed transaction, and the expected timing of completion of the proposed transaction. There are several factors which could cause actual plans and results to differ materially from those expressed or implied in forward-looking statements. Such factors include, but are not limited to, the failure to satisfy any of the conditions to the proposed transaction on a timely basis or at all; the occurrence of events that may give rise to a right of one or both of the parties to terminate the definitive agreements; adverse effects on the market price of T-Mobile’s common stock and on T-Mobile’s operating results because of a failure to complete the proposed transaction in the anticipated timeframe or at all; negative effects of the pendency or consummation of the proposed transaction on the market price of T-Mobile’s common stock and on T-Mobile’s operating results; the risk of litigation or regulatory actions; and other risks and uncertainties detailed in T-Mobile’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023, including in the sections thereof captioned “Risk Factors” and “Cautionary Statement Regarding Forward-Looking Statements,” as well as in its subsequent reports on Form 8-K and Form 10-Q, all of which are filed with the SEC and available at www.sec.gov and www.t-mobile.com. Forward-looking statements are based on current expectations and assumptions, which are subject to risks and uncertainties that may cause actual results to differ materially from those expressed in or implied by such forward-looking statements. Given these risks and uncertainties, persons reading this communication are cautioned not to place undue reliance on such forward-looking statements. T-Mobile assumes no obligation to update or revise the information contained in this communication (whether as a result of new information, future events or otherwise), except as required by applicable law. References to our and the SEC’s website are inactive textual references only. Information contained on our and the SEC’s website is not incorporated by reference in this communication and should not be considered to be a part of this communication.

Legal Disclaimer

The information contained herein does not constitute an offer to sell, nor a solicitation of an offer to buy, any security, and may not be used or relied upon in connection with any offer or solicitation. Any offer or solicitation in respect of EQT Infrastructure VI will be made only through a confidential private placement memorandum and related documents which will be furnished to qualified investors on a confidential basis in accordance with applicable laws and regulations. The information contained herein is not for publication or distribution to persons in the United States of America. Any securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), and may not be offered or sold without registration thereunder or pursuant to an available exemption therefrom. Any offering of securities to be made in the United States would have to be made by means of an offering document that would be obtainable from the issuer or its agents and would contain detailed information about the issuer of the securities and its management, as well as financial information. The securities may not be offered or sold in the United States absent registration or an exemption from registration.

Advisors 

Citigroup Global Markets Inc. is serving as T-Mobile’s exclusive financial adviser for the transaction.The Bank Street Group and Simpson Thacher & Bartlett LLP were exclusive advisors to Lumos and EQT Infrastructure III for the transaction.

Kirkland & Ellis LLP, JP Morgan, and Goldman Sachs & Co. LLC advised EQT Infrastructure VI for the transaction.

T-Mobile US, Inc. Media Relations
MediaRelations@t-mobile.com

T-Mobile Investor Relations Contact
investor.relations@t-mobile.com
https://investor.t-mobile.com

EQT Press Office
press@eqtpartners.com

About T-Mobile

T-Mobile US, Inc. (NASDAQ: TMUS) is America’s supercharged Un-carrier, delivering an advanced 4G LTE and transformative nationwide 5G network that will offer reliable connectivity for all. T-Mobile’s customers benefit from its unmatched combination of value and quality, unwavering obsession with offering them the best possible service experience and undisputable drive for disruption that creates competition and innovation in wireless and beyond. Based in Bellevue, Wash., T-Mobile provides services through its subsidiaries and operates its flagship brands, T-Mobile, Metro by T-Mobile and Sprint. For more information please visit: https://www.t-mobile.com

About EQT

EQT is a purpose-driven global investment organization with EUR 242 billion in total assets under management (EUR 132 billion in fee-generating assets under management), within two business segments – Private Capital and Real Assets. EQT owns portfolio companies and assets in Europe, Asia-Pacific and the Americas and supports them in achieving sustainable growth, operational excellence and market leadership. More info: www.eqtgroup.com. Follow EQT on LinkedIn, X, YouTube and Instagram.

About Lumos

Lumos provides 100% Fiber Optic Internet, whole-Home Wi-Fi, voice and streaming services, to more than 300,000 homes and businesses across Virginia, North Carolina, and South Carolina. We believe that the possibilities of tomorrow cannot be built on the infrastructure of yesterday. That’s why we’re building a 100% Fiber Optic network from the ground up for families, businesses, and communities, backed by local, expert customer service. An Internet built for that most hopeful of all things – the future. Because whatever the future holds, we make it faster. Learn more at www.LumosFiber.com

Frankfurt (Germany), Rijssen (the Netherlands), 5 April 2024 – Funds advised by Triton (“Triton”) have signed an agreement to acquire 100% of VolkerWessels Verbindingen en Netwerken B.V. (“V&N Group”), a company indirectly fully owned by Koninklijke VolkerWessels B.V. (“VolkerWessels”) and controlling the entities Visser & Smit Hanab B.V., VW Telecom B.V. and Homij Technische Installaties B.V. (the VolkerWessels Energy, Telecom and Technical Installation companies cluster). The transaction is still subject to the advice of the central works council of VolkerWessels and customary regulatory approvals. Other terms and conditions of the transaction are not disclosed. Completion of the transaction is expected to take place in Q3 of 2024.

V&N Group is a leading multi-utility service provider with dedicated focus on sustainable and digital solutions in the fields of energy & utility, connectivity and building installation services. The company is present throughout the Netherlands and each of its entities are partners of choice for the main public and private clients in their respective business areas. The Group’s 3,100 employees offer integrated solutions including feasibility studies, advice, design, installation, realization, and maintenance throughout the Netherlands and in Germany.

VolkerWessels took the decision to pursue a sale of its Energy, Telecom and Technical Installation companies cluster following a strategic review which resulted in the decision to focus on its activities in construction & real estate development in the Netherlands and Germany and its infrastructure activities in the Netherlands, the UK and North America. 

Triton has a 25-year track record of successfully building and growing its investments businesses in V&N Group‘s sector across Europe with investments in OCU Group and EQOS among others. The firm is also an experienced investor in the Netherlands, having invested in and significantly supported the growth of companies such as technical services provider Unica. Triton is acquiring V&N Group with a strong belief in the growth potential of the company and its long-established customer relationships, which Triton plans to further invest in. The acquisition builds on Triton’s established reputation as a reliable new home and a good cultural fit for corporate carve-outs as well as family-owned businesses.

Koos van de Linde, Investment Advisory Professional at Triton said: “We have been really impressed with the track record of V&N Group and its management team under the stewardship of VolkerWessels, which has been instrumental in helping accelerate the energy transition, digitalization, and housing needs of the Netherlands. We look forward to working with the management and employees of V&N Group in their next phase of growth and to continue building on the strong relationship between V&N Group and VolkerWessels.”

Stanley Maas, CEO of V&N Group said: “I am looking forward to accelerate the growth necessary to address the opportunities arising from the energy and digitization transition with Triton and I am convinced that the transaction will be beneficial to our employees, clients and other stakeholders.” 

VolkerWessels has been advised by ABN AMRO Corporate Finance, ING Corporate Finance and De Brauw. Triton has been advised by Emendo Capital and Clifford Chance.

About VolkerWessels

VolkerWessels is a leading, international company with a focus on construction and infrastructure. The company operates in the Netherlands, the United Kingdom, North America, and Germany and has a total of more than 130 different operating companies.

For further information: www.volkerwessels.com

About Triton

Founded in 1997 and owned by its partners, Triton is a leading European mid-market sector-specialist investor. Triton focuses on investing in businesses that provide mission critical goods and services in its three core sectors of Business Services, Industrial Tech, and Healthcare.

Triton has over 200 investment professionals across 11 offices and invests through three complementary “All Weather” strategies: Mid-Market Private Equity, Smaller Mid-Cap Private Equity, and Opportunistic Credit.

For further information: www.triton-partners.com

Press Contacts

Triton

Anja Schlenstedt

Email: media@triton-partners.com

VolkerWessels

Peter Zeylmaker

Phone: +31 653 911 572

Email: pzeylmaker@volkerwessels.com

Paris and Madrid

• The 50:50 Joint Venture between Orange Spain and MASMOVIL starts operations from today and will bring substantial benefits to Spanish consumers and enterprises.
• The Joint Venture is expected to generate synergies of more than 490m euros / year from four years after closing onwards.
• Jean François Fallacher has been appointed non-executive Chairman of the JV and Meinrad Spenger as its CEO.

Orange and MASMOVIL announce today the creation of a new Joint Venture, completing the agreement to combine their operations in Spain . Orange and MASMOVIL’s shareholders each own a 50% stake of the JV, with equal governance rights in the combined entity.

With over 37 million broadband and mobile lines, the new entity becomes the leading player on the Spanish telecoms market in terms of customers, with the ambition to lead the market in talent, user experience, innovation, environmental and social impact, and fiber and mobile coverage. Its formation creates a sustainable player with the financial capacity to continue investing in next-generation networks for the benefit of the market, consumers and enterprises in Spain.

According to revised estimates, the new company is expected to generate synergies of more than 490m euros per year by the fourth year after closing. Based on preliminary closing accounts, the respective proceeds at closing will be approximately €4.4bn for Orange and approximately €1.65bn for MASMOVIL shareholders.

The companies (Orange Spain and MASMOVIL) will operate as a single entity: the accounts of both companies will be consolidated at the level of a newly registered legal entity (the JV). As planned, the new company will be operational from today.

Jean François Fallacher, CEO of Orange France, has been appointed non-executive Chairman of the new company. Jean François, who was previously CEO of Orange Spain between September 2020 and April 2023, has extensive experience of the Spanish market.

The Board of Directors of the Joint Venture has also confirmed the appointment of Meinrad Spenger, CEO of MASMOVIL since 2006, as CEO, and Alberto Castañeda as Secretary of the Board of Directors. Ludovic Pech and Germán López have also been confirmed as CFO and COO, respectively.

“It is a huge honour and an enormous responsibility to serve our more than 30 million customers in Spain. We are going to try hard to ensure that they continue to be the most satisfied clients in our country. With our JV, the Spanish telecom market has now a stronger company with the capacity to innovate and invest and to serve our clients in the residential and business segment as their trustful partner,” said Meinrad Spenger, CEO of the JV.

Christel Heydemann, CEO of Orange, said “Today’s announcement is an important stepping-stone in the deployment of Orange’s long-term strategic plan in Europe. By creating a stronger and more sustainable player, the joint venture launched today will help drive innovation and investment in high-speed broadband and digital services in Spain. This is clearly a positive step forward in our overall vision for a strong and thriving telecoms industry in Europe.”

The advisory teams for the parties include:

• Lead financial advisors: Goldman Sachs Bank Europe SE to MASMOVIL and Lazard Frères to Orange.
• Lead debt advisor: BNP Paribas.
• Joint rating advisors: BNP Paribas and Société Générale.
• Freshfields to MASMOVIL and Jones Day to Orange, as legal M&A advisors.
• Freshfields, Latham and Watkins, Perez Llorca and Gide, as competition law advisors.
• Simpson Thacher & Bartlett, together with Evergreen Legal, as legal counsel to the Borrowers, for all financing matters related to the transaction, and Linklaters as legal counsel to the Lenders.
• PWC to MASMOVIL and EY to Orange, as Due Diligence partners.
• Also acted as financial advisors to MASMOVIL: BNP Paribas, Evercore, JP Morgan and Santander.
• Also acted as joint debt advisor: Rothschild & Co.

About MASMOVIL Group
MASMOVIL Group is one of the most outstanding operators in Spain in terms of growth over the last few years and offers fiber, mobile, TV, and other new services such as energy, health, alarms, or financial services, for residential customers, businesses, and operators.

The Group offers its customers access to the largest FTTH coverage in Spain with more than 29 million marketable households and 3G, 4G and 5G mobile networks to 98.5% of the Spanish population thanks to its hybrid strategy combining its own and third parties infrastructures. MASMOVIL has also launched its 5G services, which are already available in 2,400 cities in Spain. The Group has more than 16M customers. MASMOVIL has been awarded on several occasions as the best broadband and fibre optic operator.

The Group has achieved net zero carbon emissions for scopes 1 and 2 since 2020 -including the Euskaltel Group in the calculation-, positioning it as the first telecommunications operator in Europe to achieve such an achievement and the one with the lowest absolute residual level of emissions. It is the first telecommunications operator in Europe to become a B Corp company and has a strong commitment to creating a positive environmental and social impact.

MASMOVIL Group is also leading sustainability and ESG in Spain achieving 5 ESG ratings in a short period of time with very high standings from prestigious organizations as S&P, Morning Star Sustainalytics, Sustainable Fitch, CDP and Clarity.

MASMOVIL is participated by Cinven, KKR and Providence Equity Partners since November 2020.

NEW YORK & LONDON–(BUSINESS WIRE)– KKR, a leading global investment firm, today announced that funds and accounts managed by its credit business have agreed to provide a £75 million non-recourse financing facility to TalkTalk, a leading value for money connectivity provider in the UK. The facility, which is collateralized by certain accounts receivables originated by TalkTalk and its subsidiaries, replaces a prior £75 million financing facility, which matures in September 2023.

The new facility will give TalkTalk access to additional liquidity for a term of approximately three years.

“We are pleased to use our experience in receivable financing globally to support TalkTalk with capital that will help the company continue to grow and connect consumers and businesses across the United Kingdom,” said Giacomo Picco, a Managing Director at KKR.

Demica served as advisor to TalkTalk and will act as the reporting and calculation agent for the program.

About KKR

KKR is a leading global investment firm that offers alternative asset management as well as capital markets and insurance solutions. KKR aims to generate attractive investment returns by following a patient and disciplined investment approach, employing world-class people, and supporting growth in its portfolio companies and communities. KKR sponsors investment funds that invest in private equity, credit and real assets and has strategic partners that manage hedge funds. KKR’s insurance subsidiaries offer retirement, life and reinsurance products under the management of Global Atlantic Financial Group. References to KKR’s investments may include the activities of its sponsored funds and insurance subsidiaries. For additional information about KKR & Co. Inc. (NYSE: KKR), please visit KKR’s website at www.kkr.com. For additional information about Global Atlantic Financial Group, please visit Global Atlantic Financial Group’s website at www.globalatlantic.com.

About TalkTalk​ Group

TalkTalk is the UK’s leading value for money connectivity provider. It believes that simple, affordable, reliable and fair connectivity should be available to everyone.

From its HQ in Salford, TalkTalk is rolling out the UK’s latest fibre technology, bringing 100% full fibre directly into homes and businesses across Britain.

View source version on businesswire.com: https://www.businesswire.com/news/home/20230908710262/en/

KKR Americas:
Julia Kosygina
+1 212-750-8300
Media@kkr.com

KKR EMEA:
Annabel Arthur
+44 20 7839 9800
kkrpr-uk@kkr.com

Source: KKR