Telecommunications
Tahmidur Remura Dewey LeBoeuf regularly counsels telecommunications clients in the areas of mergers and acquisitions, corporate finance, litigation, commercial, regulatory and privatization. Lawyers who work on these matters have served on government advisory panels, worked in senior roles at telecommunications companies and trade associations, at regulators or competition authorities, and have taught, written and published on telecommunications matters.
Our fully integrated Telecommunications practice spans the world and includes a wide array of clients, including fixed-line operators, mobile phone operators, major investment banks, public utilities, governments and parastatals.
We have successfully advised on some of the world’s largest-ever telecommunications M&A transactions, with a particular emphasis on North America, Russia/CIS, and the emerging markets in the Middle East and Africa. Our clients benefit from our knowledge of and experience with M&A clearance procedures when their major M&A activities draw attention from the competition and antitrust authorities. Conversely, we also have assisted clients in addressing transactions by others that require regulatory and competition authority clearance or approval, leading in one recent case to divestiture of coveted Wi-Max suitable spectrum that was then purchased by our client and, in another, to favorable carriage arrangements for an independent provider of high-definition television programming.
We have advised clients in initial public offerings, as well as significant investments in and financings of telecommunications companies. For example, our lawyers represented VimpelCom in its acquisition of two of the top wireless operators in Uzbekistan, the principal shareholders of Ukraine Telecom in the potential sale of their telecommunications assets to a Western strategic investor, Rhythms NetConnections, Inc. in its $226.4 million initial public offering of common stock on the NASDAQ Stock Exchange and AFK Sistema, as depository counsel, in its $1.56 billion initial public offering of Depositary Shares global depositary receipts on the London Stock Exchange.
We have significant experience in major financings and restructurings. Our lawyers were responsible for raising the finance and subsequent refinancing of Weather Investment’s €11 billion acquisition of Wind Telecomunicazioni, which was at the time Europe’s largest-ever leverage buyout. Partners at the firm also led the first restructuring of a US domestic PCS carrier, restructured a $1 billion rural telecom loan and acted on the first former communist bloc privatizations including MATÁV, the former Hungarian state telecommunications network. Governments have asked us to handle restructuring of their domestic telecommunications sector, including reviewing and redrafting the relevant laws, often ahead of a planned privatization program.
Governments have also relied on our combination of business understanding and legal knowledge in other ways: US federal courts and the Federal Communications Commission (FCC) have twice appointed one of our partners, on the recommendation of the Antitrust Division of the U.S. Department of Justice (DOJ), to serve as the Management Trustee for mobile phone businesses and a popular brand that were required to be divested as a condition of merger approvals.
On commercial matters, we advise a range of clients on network-build agreements (e.g., IRUs, capacity, equipment purchase and collocation); licensing agreements; master services and similar customer agreements; operation, maintenance and management services agreements; reseller agreements and other marketing relationships, inter-affiliate and non-affiliate relationships; and formation of joint ventures.
We have assisted clients in dealing with regulatory issues, particularly in the US and Russia/CIS. In the US, we represent clients appearing before the FCC, various state public utility commissions, and federal and state courts. We have acted for major telecommunications companies on their license bids in spectrum auctions. We also have considerable experience with the issues affecting non-US ownership of US telecommunications facilities, including the negotiation of network security agreements with the DOJ, U.S. Department of Homeland Security and the Federal Bureau of Investigation in obtaining CFIUS approval. In the Russia/CIS region, we advise several major telecom operators on their provision of a wide range of services in the Russian market, telecom licensing and regulatory compliance, and advise investors on investment and regulatory matters in Kazakhstan, Kyrgyzstan and Uzbekistan.
We represent telecommunications clients in complex litigation, arbitration and dispute resolution, such as disputes arising out of M&A transactions and significant outsourcings, disputes related to the proper accounting treatment of IRUs and billing-related disputes. We provide clients with an integrated strategy where that is the best way to achieve results, as with a recent matter where we filed suit and won a temporary restraining order in a court, actively participated in related FCC proceedings that were scheduled for resolution during the ongoing court proceedings, and recruited Capitol Hill and other allies for our client’s FCC positions.