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By Danielle Robinson and Natalie Harrison

NEW YORK, Oct 9 (IFR) – Junk-bond investors are as greedy

for cheap telecom paper as their investment-grade peers, if the

blowout US$5.6 billion T-Mobile deal priced on Tuesday

is any guide.

The deal, the second-largest junk offering this year behind

Sprint’s US$6.5 billion deal last month, was almost

doubled in size from an initial US$3.1 billion and had a strong

enough book to see its five tranches soar between three-quarters

of a point to three points in dollar price in the aftermarket.

The deal is a secondary offering of non-reset notes that

make up half of the US$11.2 billion of T-Mobile debt Deutsche

Telekom took on its books to help its 74%-owned US

carrier to merge with MetroPCS.

Demand was impressive, considering it priced as news hit

that Telecom Italia had been downgraded to Ba1 by

Moody’s, bringing its bonds closer to junk.

The high probability of further acquisitions in the telecom

space is also looming on the horizon, including the possibility

that DT could sell T-Mobile to Sprint or Dish.

However, like Verizon and Sprint before it, T-Mobile

was able to get more than enough demand by offering a huge new

issue concession – an average of 50bp across the five tranches.

That’s significantly above the 25-30bp concession that

T-Mobile offered on a smaller US$500 million deal in August, but

inside the 75-100bp paid by Sprint in September. Verizon paid

about 50bp of concession for its record US$49 billion bond issue

in investment-grade.

DT also followed Verizon and Sprint’s strategy that issuing

as much as possible, even if it blows out new issue concessions,

is better than leaving more deals to do in the future.

“Investors would rather see larger deals come at once,

rather than piecemeal,” said one high-yield syndicate banker

close to the deal.

The deal rids DT of all of the so-called T-Mobile non-reset

notes on its books. The remaining US$5.6 billion of T-Mobile

debt still on DT’s books is resettable.

According to CreditSights, DT did a good job of convincing

investors that this wasn’t going to end up as another new bond

issue any time soon.

“The company has suggested that they view a sale of the

USD5.6bn in reset notes before the final rest dates as

unlikely,” said CreditSights in a client note.

“As such DT will most likely continue to hold a significant

proportion of T-Mobile debt for the foreseeable future.”

The majority of the deal, around 90%, was sold to high-yield

accounts, with investment-grade buyers making up the rest. The

small showing of investment grade buyers makes sense, given that

T-Mobile is not an upgrade story.

UNCERTAIN FUTURE

Some investors, however, were loath to become involved in

the deal because of the uncertainty around DT’s interest in

supporting T-Mobile going forward.

“DT has always indicated they have been reluctantly involved

in T-Mobile and they will continue to disengage as fast as they

can. If they do sell T-Mobile, that might not be a good event

for any bonds that were bought above par, given the Change of

Control language,” said a telecom strategist at an asset

management firm specializing in high yield.

The US$1.25 billion 5.5-year non-call 1.5 tranche priced at

102 versus price talk of 103 area; the US$1.25 billion 7.5-year

non-call 3.5 at par, in line with talk, and the US$600 million

9.5-year non-call 4.5 at 98, also in line with price talk.

The yield-to-maturity on the three tranches was 6.033%,

6.632% and 7.128% respectively.

The extra tranches, maturing in 2020 and 2022, were each

sized at US$1.25 billion, and priced at par and 99 with

yield-to-maturities of 6.541% and 6.887%.

According to CreditSights, the halving of its exposure to T-

Mobile debt “may increase DT’s willingness to involve TMUS in a

leveraging transaction.”

The COC put at a price of 101 is triggered if T-Mobile is

downgraded by two rating agencies.

Selling T-Mobile doesn’t necessarily mean it will be

downgraded, but the possibility that it could involve an

increase in T-Mobile’s leverage was enough to put some investors

off.

“Why would you want to buy some of these bonds above par,

when you could lose several points in price if Deutsche Telekom

sells T-Mobile?” the telecom strategist said.

According to one banker with knowledge of the transaction,

the unknowns about where T-Mobile would be in the next few years

“was something that investors factored into the pricing.”

T-Mobile has a market capitalization of around USD18bn,

valuing Deutsche Telekom’s 74% stake at about USD13.5bn.

Deutsche Bank was left lead on the issue with joint

bookrunners Citi, Credit Suisse, Goldman Sachs, JP Morgan and

Morgan Stanley.

(Reporting by Danielle Robinson and Natalie Harrison; Editing

by Marc Carnegie)