T-Mobile to buy almost all of U.S Cellular in deal worth $4.4 billion with debt

U.S. Cellular will keep about 70% of its spectrum portfolio across several spectrum bands.

T-Mobile is buying U.S. Cellular’s wireless operations and certain spectrum assets in a deal valued at $4.4 billion, and further consolidating the industry.

As part of the agreement, T-Mobile will get U.S. Cellularâ's wireless operations and about 30% of spectrum assets across several spectrum bands. T-Mobile will also enter into a new master license agreement on more than 2,000 towers and extend the lease term for the approximately 600 towers where T-Mobile is already a tenant.

"Bringing together UScellulars network resources with ours will enable us to fill gaps in connectivity that will create a better experience for all of our customers with more coverage and more capacity," T-Mobile CEO Mike Sievert said in a statement.

T-Mobile said Tuesday that U.S. Cellular customers will gain access to its 5G network, giving them better coverage and speed.

In the face of rising competition and increasing capital intensity required to keep pace with the latest technologies, and following our careful and deliberate strategic review, we are confident that continuing to deliver on our mission requires a level of scale and investment that is best achieved by integrating our wireless operations with those of T-Mobile," U.S. Cellular Chair LeRoy Carlson Jr. said in a statement.

The transaction includes a combination of cash and up to about $2 billion of assumed debt. Up to $100 million of the cash component is contingent on hitting certain financial and operational metrics between the deal’s signing and closing.

U.S. Cellular will keep about 70% of its spectrum portfolio across several spectrum bands.

The deal has been unanimously approved by the boards of United States Cellular Corp. and Telephone and Data Systems Inc, which is a majority shareholder of U.S. Cellular. It is expected to close in mid-2025.

Shares of U.S. Cellular jumped 13% before the opening bell Tuesday. Shares of T-Mobile are flat.