Outside the Beltway

Cingular – AT&T Buyout

James Joyner · Thursday, February 19, 2004 · 2 comments

Steve Bainbridge reports that

Cingular’s last-minute bid for AT&T Wireless “came in an 11:30 p.m. phone call in which Duane Ackerman and Edward E. Whitacre Jr., whose companies own Cingular, agreed to persuade their respective boards to approve one last jump in their bid. The condition: that AT&T Wireless sign the deal within 60 seconds of seeing the contract.” AT&T agreed.

A legal quiz about fiduciary responsibility and such follows, with a rare open comment session devoted to this purpose.

As someone with nearly zero knowledge of corporate law, I’ll take a pass on this one and pose some questions of my own answerable by laymen:

1. On whose network–Cingular’s or AT&T’s–was this call transacted?

2. Did they incur roaming charges for this transaction?

3. Assuming the transaction actually took less than a full 60 seconds, was it nonetheless rounded up to the nearest whole minute?

4. At any time, did one of the parties involved in this sale drive through a tunnel, lose their signal, and have to call back?

5. Did the advertised sale price cover the entire transaction, or did Cingular also have to pay a Regulatory Cost Recovery Fee of up to $1.25 to help defray its cost incurred in complying with obligations and charges imposed by State and Federal telecom regulations, a gross receipts surcharge, and State and Federal Universal Service Charges?