T-Mobile Agrees to Acquire AWS Spectrum in Mississippi Valley Region from U.S. Cellular

June 27, 2013

Transaction Further Enhances Portfolio of Nationwide Broadband Spectrum; Expands LTE Coverage to New Markets and Deepens 4G LTE Roll-out in 29 Key Markets

--(BUSINESS WIRE)--Jun. 28, 2013--

T-Mobile US, Inc.
(NYSE: TMUS) today announced that its wholly owned subsidiary has signed an agreement to purchase 10 MHz of Advanced Wireless Services (AWS) spectrum from

U.S. Cellular
(NYSE: USM) for

$308 million
in cash. The spectrum covers a total of 32M people in 29 markets in the

Mississippi Valley
region — notably in

St. Louis


Kansas City



Little Rock
-North Little Rock;


New Orleans
; and

. This additional spectrum will allow for an incremental roll-out of T-Mobile’s 4G LTE network coverage to new markets and expands the existing 4G LTE bandwidth in the important

Mississippi Valley

“In today’s marketplace, spectrum is gold,” said John Legere , President and CEO of

. “This is a rare opportunity to secure precious AWS spectrum in key markets that will immediately be put to use by both

and MetroPCS customers. This deal expands our network and capacity, allowing for a broader roll-out of 4G LTE and an even faster and more reliable 4G experience for our customers – in addition to spurring competition in the wireless marketplace.”

The agreement is subject to approval by the

Federal Communications Commission
(FCC) and

Department of Justice
, and other customary closing conditions. Following regulatory approval, the transaction is expected to close in the fourth quarter of 2013.


T-Mobile US, Inc.

As America's Un-carrier,

T-Mobile US, Inc.
(NYSE: TMUS) is redefining the way consumers and businesses buy wireless services through leading product and service innovation. The company's advanced nationwide 4G and 4G LTE network deliver outstanding wireless experiences for customers who are unwilling to compromise on quality and value. Based in

Bellevue, Wash.

T-Mobile US
operates its flagship brands,

and MetroPCS. It currently serves approximately 43 million wireless subscribers and provides products and services through 70,000 points of distribution. For more information, please visit: https://www.t-mobile.com.

Forward-Looking Statement:

This press release includes "forward-looking statements" within the meaning of the U.S. federal securities laws. Any statements made herein that are not statements of historical fact, including statements about

T-Mobile US, Inc.'s
expected network coverage to new markets, expected expansion of 4G LTE bandwidth and the expected timing of closing the transaction, are forward-looking statements. Generally, forward-looking statements may be identified by words such as "anticipate," "expect," "suggests," "plan," "believe," "intend," "estimates," "targets," "views," "may," "will," "forecast," and other similar expressions. The forward-looking statements speak only as of the date made, are based on current assumptions and expectations, and involve a number of risks and uncertainties. Important factors that could affect future results and cause those results to differ materially from those expressed in the forward-looking statements include, among others, the following: adverse conditions in the U.S. and international economies and markets; our ability to successfully integrate the MetroPCS and

businesses and realize expected synergies and other benefits from the recent combination; our significant amount of indebtedness and the limitations and obligations imposed by the provisions thereof; our significant capital commitments and the capital expenditures required to effect our business plan; changes in legal and regulatory requirements, including any change or increase in restrictions on our ability to operate our network; our ability to successfully maintain and improve our network, and the possibility of incurring additional costs in doing so; major equipment failures; severe weather conditions or other force majeure events; and other risks described in our filings with the

Securities and Exchange Commission
, including those described in our Current Report on Form 8-K filed with the

Securities and Exchange Commission

May 8, 2013
. You should not place undue reliance on these forward-looking statements. We do not undertake to update forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.