AT&T has received clearance from the Department of Justice to acquire Centennial.

The Department has entered into a consent decree with AT&T and Centennial that allows the acquisition to proceed, while requiring that AT&T divest Centennial's operations in eight service areas in Louisiana and Mississippi. The eight service areas are Alexandria, La., Lafayette, La., LA-3 (DeSoto), LA-5 (Beauregard), LA-6 (Iberville), LA-7 (West Feliciana), MS-8 (Claiborne) and MS-9 (Copiah).

Update on February 24, 2009:

The shareholders of Centennial have approved the company's proposed acquisition by AT&T.

Of the shares voted, over 99% were cast in favor of adoption of the transaction, representing approximately 88% of the total shares outstanding and entitled to vote.

Announcement (November 7, 2008):

AT&T has agreed to acquire Centennial for $944 million in cash.

Under the terms of the agreement, Centennial stockholders will receive $8.50 per share in cash. Including net debt, the total enterprise value is approximately $2,800 million.

Private equity firm Welsh, Carson, Anderson & Stowe, Centennial's largest stockholder, has agreed to vote in support of the transaction.

AT&T expects to obtain approvals by the end of the second quarter of 2009.

Sullivan & Cromwell LLP is acting as legal advisor to AT&T. Barclays Capital and Evercore Partners are acting as financial advisors and Skadden, Arps, Slate, Meagher & Flom LLP is acting as legal advisor to Centennial.

Deal Value (US$ Million) 944
Deal Type                Acquisition
Sub-Category             Majority Acquisition
Deal Status              Completed: 2009-11-06

Deal Participants

Target (Company)   Centennial Communications Corp.
Acquirer (Company) AT&T, Inc. (formerly SBC Communications, Inc.)
Vendor (Company)   Undisclosed Vendors

Deal Rationale

The transaction will enhance AT&T's wireless coverage for customers in rural areas of the midwest and southeast US, Puerto Rico, and the US Virgin Islands. Through the acquisition of Centennial's wired network in Puerto Rico, AT&T will also be able to better serve its business customers who operate there. The acquisition offers opportunities for synergies in areas including corporate overhead, advertising, customer care, and network operations.

AT&T reported that the combination of the two companies' wireless networks will allow AT&T to deliver broader wireless coverage, including to approximately 893,000 former Centennial wireless subscribers. With the addition of Centennial, AT&T also expands its wired network coverage to Puerto Rico, enhancing service for its business customers with operations there.

"The addition of Centennial will enhance AT&T's assets in wireless -- a strategic priority and one of our biggest growth drivers -- and service for customers of both companies," said Ralph de la Vega, president and chief executive officer of AT&T Mobility and Consumer Markets. "We're excited to give Centennial wireless subscribers access to the nation's fastest 3G network plus our premier lineup of smartphones and unmatched portfolio of applications and services.

"We'll also improve network reliability for our wireless subscribers who will be able to make on-network calls in the Centennial footprint. And as Centennial's broadband network in Puerto Rico is integrated with AT&T's extensive global network and advanced service offerings, we'll offer corporations that operate in Puerto Rico the benefits of end-to-end service over a single network."

AT&T plans to integrate Centennial's networks and products with AT&T's networks and product portfolio. The transaction extends AT&T's wireless network coverage in primarily rural areas of Indiana, Louisiana, Michigan, Ohio and Texas as well as enhances coverage in Puerto Rico and the U.S. Virgin Islands.

((Comments on this story may be sent to newsdesk@closeupmedia.com))

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AT&T has received clearance from the Department of Justice to acquire Centennial.

The Department has entered into a consent decree with AT&T and Centennial that allows the acquisition to proceed, while requiring that AT&T divest Centennial's operations in eight service areas in Louisiana and Mississippi. The eight service areas are Alexandria, La., Lafayette, La., LA-3 (DeSoto), LA-5 (Beauregard), LA-6 (Iberville), LA-7 (West Feliciana), MS-8 (Claiborne) and MS-9 (Copiah).

Update on February 24, 2009:

The shareholders of Centennial have approved the proposed AT&T's acquisition of Centennial.

Of the shares voted, over 99% were cast in favor of adoption of the transaction, representing approximately 88% of the total shares outstanding and entitled to vote.

Announcement (November 7, 2008):

Welsh, Carson, Anderson & Stowe has agreed to vote in support of AT&T's planned acquisition of Centennial.

Welsh, Carson, Anderson & Stowe and its affiliates held approximately 22.3% stake in Centennial, which is valued at approximately $210.51 million. The total transaction is valued at $944 million in cash.

Under the terms of the agreement, Centennial stockholders will receive $8.50 per share for the total consideration. Including net debt, the total enterprise value is approximately $2,800 million.

AT&T expects to obtain approvals by the end of the second quarter of 2009.

Sullivan & Cromwell LLP is acting as legal advisor to AT&T. Barclays Capital and Evercore Partners are acting as financial advisors and Skadden, Arps, Slate, Meagher & Flom LLP is acting as legal advisor to Centennial Communications.

Deal Value (US$ Million) 210.51
Deal Type                Private Equity
Sub-Category             Exit
Deal Status              Completed: 2009-11-06

Deal Participants

Target (Company)   Centennial Communications Corp.
Acquirer (Company) AT&T, Inc. (formerly SBC Communications, Inc.)

Deal Rationale

The transaction will enhance AT&T's wireless coverage for customers in largely rural areas of the Midwest and southeast US, Puerto Rico, and the US Virgin Islands. Through the acquisition of Centennial's wired network in Puerto Rico, AT&T will also be able to better serve its business customers who operate there. The acquisition offers opportunities for synergies in areas including corporate overhead, advertising, customer care, and network operations.

% Acquisition 22.3%