BT and EE have moved quickly to agree the terms for BT to buy the UK’s largest mobile operator. As expected the price will be £12.5bn, paid largely in shares. Deutsche Telekom receives a 12% stake in BT (and a NED seat) and Orange 4% (with more cash). In revenue terms, EE is roughly one-third the size of BT (at £6.3bn in 2014 vs BT at £18.3bn for 2013/14). On UK employee count, EE is much smaller, with 13,000, to BT’s 72,000. (See BT’s 3Q figures, here).
Although the deal was based upon the attractiveness of seamless, ubiquitous service, management emphasises the value of cost and capex savings and synergies (notoriously difficult to estimate and deliver), valuing them at £3.5bn in NPV. This is more than twice the £1.2bn NPV of expected revenue synergies from cross-selling. The deal values EE at 6x 2014 EBITDA after deducting estimated synergies.
EE has built the biggest 4G network in the UK, with 7.7m 4G subscribers and comes out top in network performance statistics. The 580 EE retail stores will also give BT a return to the High St. and opens up new distribution opportunities for the combined Group as it develops a range of converged services. The EE brand will be maintained, but management will review the overall brand strategy as the deal works through.
The combined Group will spend £500m to rationalise systems and extract the synergies. This will take time but BT has worked hard in recent years to reduce complexity. Regulatory clearance will also take time (particularly with a potential O2/Three deal) but management expect deal completion by latest March 2016. The deal will make a positive ROI return by year three.
This bold move will propel BT to a much brighter future in the UK, particularly in the consumer space.