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Acquisition

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Formed in 1996, TeleCorp PCS, Inc., is in a joint venture with AT&T Wireless Services to build and operate digital wireless networks. TeleCorp is AT&T Wireless' largest affiliate with licenses to serve more than 16 million people in ten states.. In October of 2001, AT&T Wireless, the wireless division of AT&T, announced that it intended to take full control of TeleCorp PCS by purchasing the 77 percent of the company it did not already own in an all-stock deal valued at $4.7 billion. AT&T called the merger the single most important strategic move it could make. At the time the merger was announced, TeleCorp PCS was AT&T's largest affiliate company. The deal involved $2.4 billion in shares, the assumption of $2.1 billion in TeleCorp PCS debt, and $221 million in preferred stock.

According to Wireless Week, TeleCorp PCS would become a wholly owned subsidiary of AT&T Wireless. Each issue of TeleCorp PCS's stock was convertible into and became exchangeable for .9 shares of AT&T Wireless common stock. This represents a premium of 19 percent based on the average of the closing prices for the past 30 trading days for TeleCorp PCS common stock. Each share of preferred stock would be converted into and be exchangeable for a specific number of shares of preferred stock (4).

Once the merger was completed, AT&T would add markets covering a population of 32 million in 14 states -- primarily in the Southeast and Midwest including such markets as New Orleans, Nashvill

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Approximate Word count = 1116
Approximate Pages = 4 (250 words per page)

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