Just two weeks since Vodafone and Verizon Communications renewed their
vows, it is still odds-on that their partnership will end in acrimonious
divorce. The US company prefers to use cash from Verizon Wireless to
reduce the mobile operator's debt rather than pay an early dividend on
Vodafone's 45 per cent stake in the joint venture. When both money and
custody of the offspring are in dispute, it cannot end well.
In public, Vodafone and Verizon
Communications like to laud each other's contributions to Verizon
Wireless, their US mobile phone joint venture.
Sir John Bond, Vodafone's chairman, last
month spoke of the "good relationship" the UK mobile phone operator has
with Verizon. Denny Strigl, Verizon Communications' chief operating
officer, described Vodafone earlier this year as a "very good partner".
But Verizon Wireless has always been an
uneasy marriage of convenience between the two shareholders, with each
company jostling for position.
The latest power play came this month,
when Vodafone's board decided against exercising a put option that would
have en-titled the world's largest mobile operator by revenue to sell up
to $10bn worth of Verizon Wireless's shares to Verizon Communications.
Before reaching that conclusion, Vodafone
and the UK company's advisers considered a range of options for the US
mobile business. These included Vodafone buying Verizon Communications,
the second-largest US telecoms company with a market capitalisation of
$119bn, which could have provided a lasting solution to the tension
inside the joint venture.
Verizon Wireless was formed in 2000, when
Vodafone's and Verizon Communications' predecessor companies pooled
their mobile assets after realising the importance of creating a US
mobile operator with national scale.
Vodafone owned AirTouch, a mobile
operator on the west coast of the US, while Bell Atlantic, a New
York-based fixed-line phone company, had a wireless business covering
the east coast. Chris Gent, then Vodafone's chief executive, opted
against spending an enormous amount of time and money transforming
AirTouch from a regional to a national mobile operator.
Instead, he decided to throw in his lot
with Bell Atlantic, which was already merging with GTE, another regional
US fixed-line phone company, to form Verizon Communications.
Verizon Communications, partly by
contributing more mobile customers, ended up with a 55 per cent stake in
Verizon Wireless, leaving Vodafone with 45 per cent.
The move might have created what was then
the largest US mobile operator, but this was never going to be a
straightforward partnership, partly because Vodafone had antagonised
Bell Atlantic in 1999 by trumping its bid for AirTouch.
Two subsequent events underlined the two
partners' different agendas. First, in 2004, Vodafone made a $38bn bid
for AT&T Wireless, a rival US mobile operator but was outbid by Cingular.
The next year, Vodafone received its last
dividend from Verizon Wireless, worth £923m ($1.8bn). The payments dried
up after Verizon Communications instead decided to use those cash flows
to pay down the mobile operator's debt.
Some analysts interpreted the move as an
attempt to squeeze out Vodafone.
Ever since Vodafone's failed bid for AT&T
Wireless, Verizon Communications has made plain its wish to secure
exclusive ownership of the mobile joint venture.
Vodafone, however, has refused Verizon
Communications' overtures to sell its 45 per cent stake, in spite of
pressure from some of the UK company's investors.
Arun Sarin, Mr Gent's successor at
Vodafone and a former AirTouch executive, has fended off calls for a
sale, partly by pointing to the prospect of a resumption of dividend
payments by Verizon Wireless in 2009.
Mr Sarin has also sought to placate
investors by highlighting the increasing value of Vodafone's 45 per cent
stake in Verizon Wireless. Analysts raised their estimates of its value
from $38bn last year to $54bn this year.
Mr Sarin acknowledged last month that
Vodafone would have to decide when the value of its Verizon Wireless
stake would peak.
He argued that Vodafone had time on its
side because the US mobile market would not be saturated for at least
another three to four years - one reason that Vodafone decided earlier
this month not to exercise its put option.
Vodafone also decided against exercising
the option because there was insufficient certainty it could secure a
one off dividend derived from a revaluation of Verizon Wireless. It
could have resulted in long running litigation between Vodafone and
Verizon Communications, which neither company wanted.
Vodafone is unlikely to receive dividends on
its 45 per cent stake in Verizon Wireless, the second-largest US mobile
operator, until 2010 or later, based on a Financial Times analysis of
the joint venture's debt and potential spending plans.
Vodafone's last dividend from Verizon
Wireless, worth £923m, was in 2005 but the UK company's executives have
indicated that they expect payments to resume by 2009.
The likely slippage to 2010 or later
could fuel tension between Verizon Communications, the US
telecommunications company that controls Verizon Wireless through its 55
per cent stake, and Vodafone, although both publicly maintain they have
a productive partnership.
It could also anger some of Vodafone's
investors.
Verizon Communications has made it clear
that resuming dividend payments depended on eliminating Verizon
Wireless' net debt.
This stood at about $10bn before it
announced plans in July to acquire Rural Cellular, a smaller US mobile
operator, for $2.7bn, including $1.9bn of debt.
Verizon Communications has been using the
strong cash flow from Verizon Wireless to reduce the mobile operator's
debt by about $5bn (£3.4bn) per year.
But Doreen Tobin, Verizon Communications'
chief financial officer, said in January that, even when Verizon
Wireless' debt was eliminated, dividend policy would be "at our
discretion".
Ivan Seidenberg, Verizon's chief
executive, while acknowledging Vodafone's expectations, indicated in a
discussion with analysts after the Rural Cellular deal that he was in no
hurry to resume dividend payments.
He said: "Our first goal is to continue
to grow both the top line and bottom line of Verizon Wireless. I think,
in this case, we can deploy capital better by reinvesting in the
business than moving towards a quicker dividend." The likelihood that
Verizon Wireless will take part in a January auction of 700Mhz wireless
spectrum, which could be used for broadband mobile services, and the
possibility that it could buy more rural mobile operators such as Rural
Cellular point towards dividend payments not taking place until 2010 or
later.
Vodafone said yesterday that it had taken
account of the possibility of more dealmaking and spectrum purchases by
Verizon Wireless. "We remain of the view that dividend payments will
resume in calendar year 2009."
But Terence Sinclair, analyst at
Citigroup, said Verizon Wireless could be "dividend-less" in 2009.