Crown Castle (CCI -0.9%) is trading lower following its $4.85B deal to buy and acquire leasing rights to 9.7K AT&T towers, which includes the right to eventually purchase the leased towers for $4.2B. The decline comes even though Crown Castle posted solid Q3 results and issued decent Q4/2014 guidance.
Nomura sees the deal being modestly accretive, and doesn't like the equity dilution and higher operating leverage that comes with it. Crown Castle is issuing 36M shares of common stock, and 7.5M shares of convertible preferred stock.
Though Q3 EPS missed by a penny, Crown Castle's AFFO came in at $1.09/share, above a guidance range of $1.02-$1.04/share and up from $0.79/share a year ago. Q4 AFFO is expected to total $1.09-$1.11/share. Crown Castle expects Q4 site rental revenue of $625M-$630M, up from Q3's $621M (+15% Y/Y).
The company expects 2014 AFFO of $1.546B-$1.561B, up from an expected $1.23B-$1.235B in 2013. The AT&T deal, which increases Crown Castle's tower count by 33% to 40K+, is expected to provide a $245M-$255M boost to 2014 AFFO, exc. financing costs.
Cashing in on the consolidation action among cell phone tower operators, AT&T (T) agrees to lease/sell its tower portfolio to Crown Castle International (CCI) for $4.85B in upfront proceeds.
Crown Castle will have the rights to lease about 9.1K AT&T towers and purchase roughly 600 others. The average term of the lease rights is about 28 years, after which Crown Castle has an option to purchase the towers for approximately $4.2B. AT&T will sublease space on the towers for at least 10 years with an option to renew up to a total of 50 years.
Bloomberg reports AT&T (T +0.6%) is looking for a buyer for its massive cell tower portfolio in a deal that could be worth $5B.
American Tower (AMT -0.3%), Crown Castle (CCI +0.1%), and SBA (SBAC) are natural potential suitors for part or all of the portfolio. AMT is fresh off announcing a $4.8B deal to acquire private tower owner Global Tower, whose assets are mostly U.S.-based.
AT&T has spiked slightly higher on the report. A tower sale would help Ma Bell pay down some of the $75.2B in debt it held at the end of Q2, and thus strengthen its balance sheet as it turns its eyes toward Europe.
Back in March, RBC speculated AT&T could sell its tower assets for a "mid-$5 billion" or higher price tag.
The cell tower owner says it "expects to elect REIT status beginning with the taxable year commencing January 1, 2014." (PR)
Crown Castle (CCI +1.5%) asserts turning into a REIT will lower its weighted average cost of capital. No dividend distributions are expected to be made prior to the conversion, and future distributions will depend on "investment opportunities" around CCI's core business (tower owners have been very acquisition-hungry) and $2.7B in federal net operating losses.
The company expects to take "certain actions" in 2014 to facilitate compliance with REIT rules. Shareholder/board approval will be needed.
As Iron Mountain can vouch, getting REIT conversion approval from regulators can sometimes be easier said than done.
SBA (SBAC +2.1%) and Crown Castle (CCI +3.2%) have joined American Tower (AMT +4.4%) in rallying following news AMT is acquiring giant private cell tower owner Global Tower Partners for $4.8B ($3.3B in cash + the assumption of $1.5B in debt).
The WSJ reported a month ago Global Tower, controlled by a REIT managed by Macquarie, was being shopped. The company owns 5.4K U.S. towers and 500 Costa Rican sites, and also has management rights to 9K+ U.S. sites (mostly rooftop assets) and property interests in another 800.
The deal is expected to close in Q4, and will increase the size of AMT's debt load to $10.3B (offset by just $1B in cash/investments). The announcement comes a month after AMT announced an $811M Mexican/Brazilian tower purchase/lease-back deal with NII Holdings (NIHD +1.4%), and 10 months after it reached a deal to buy 2K German cell sites from KPN for $502M. NII has additional tower assets that could be on the block.
In July, Muddy Waters criticized the accounting behind an earlier Brazilian tower purchase by AMT. The company strongly refuted Muddy Waters' claims.
The WSJ reports private cell tower owner Global Tower Partners "is being shopped to larger rivals." Analysts think the company could fetch $4B.
Global Tower, owned by funds managed by Australian i-bank Macquarie, owns/operates/leases 16K cell sites, 6.4K of which are in the U.S., Mexico, and Costa Rica.
Publicly-traded tower owners American Tower (AMT - $27.8B market cap), Crown Castle (CCI - $20.5B), and SBA (SBAC - $9.5B) have all shown a willingness to grow their footprints via M&A (I, II, III).
The recent performance of their shares could make a deal easier to come by. Likewise, the higher valuations being assigned to tower owners (fueled by expectations 4G investments/mobile traffic growth will keep demand strong) could be motivating Macquarie to put Global Tower on sale.
Muddy Waters releases its rumored report on American Tower (AMT -2.4%), declaring the cell tower owner a Strong Sell and setting a $44.57 PT. The firm accuses AMT of overstating the price it paid for 666 Brazilian towers by $250M (citing sources and financial documents), makes note of insider selling and perceived corporate governance issues, and deems the rise of carrier Wi-Fi and small cell networks a threat to tower growth. Also, AMT's international ops are accused of overvaluing assets, and of overpaying for towers in exchange for excess rent payments (an arrangement deemed a de facto loan). CCI -1.4%. SBAC -0.8%. (slides - .ppt)
A roundup of tech analyst ratings changes: 1) Sprint (S +0.6%) has received an upgrade to Outperform from Cowen in response to the SoftBank deal. 2) H-P (HPQ +0.9%) has been upgraded to Buy by Brean. 3) Nokia (NOK +2.9%) has been downgraded to Neutra by Swedbank. 4) Western Digital (WDC +0.8%) has been started at Outperform, and Seagate (STX +0.5%) at Neutral, by Piper. 5) Crown Castle (CCI +0.4%) has been downgraded to Equal Weight by Evercore. 6) International Rectifier (IRF +3.4%) has been upgraded to Strong Buy by Raymond James. 7) Freescale (FSL +5%) has been upgraded to Overweight by Piper. 8) Synchronoss (SNCR -7.4%) has been downgraded to Sell by Goldman. 9) SolarCity (SCTY -2%) has been started at Hold by Maxim. 10) Ixia (XXIA -22.7%) has been downgraded to Hold by Stifel in response to its Q2 warning.
Talks with Cisco (CSCO) customers and rivals at the CTIA trade show reinforced Pac Crest's view the networking giant's software M&A binge leave it well-positioned to help major carriers "automate, orchestrate and virtualize different physical elements of the network." The firm adds that while overall carrier capex is mixed, "pockets of growth" are being found in the U.S. Cisco managed to see 8% Y/Y carrier order growth in FQ3, a likely sign of share gains. Meanwhile, both Stifel and Pac Crest see SBA (SBAC) as a beneficiary of strong cell tower leasing activity from U.S. carriers. The firms also see small cell deployments giving a lift SBA and its rivals (AMT, CCI). (CSCO acquisitions: I, II, III)