Just over 10 days ago, America Movil (AMX) announced a reverse takeover of parent company Grupo Carso Telecom and the consequent purchase of sister-company, the fixed line and cable TV operator Telmex.
The press was rife with speculation what this might mean. Grupo Carso majority owner Carlos Slim was quoted about convergence so the telecom press mostly went off in search of the Holy Grail of converged triple and quad everything. (Grupo Carso is the holding company for all of Slim’s investments from retailers like Sanborn’s and Sears Mexico to bank Inbursa to Grupo Carso Telecom.) The popular press – especially in Mexico – tended to focus on the consolidation of major players and wondered out loud if this was a good thing for customers or not.
Predictably – given the very high market share of both Telmex and Telcel (America Movil’s flagship) – the Mexican competitors cried for government intervention to prevent further monopolization and the Mexican government said they would study the matter.
Frankly, I thought from the beginning that this was more about financial engineering than re-engineering. Complicated transactions like this one (reverse takeover, partial or complete buyout of minority investors) are usually trying to solve some technical financial problem like weak ratios in some part of the group, inconsistent bond ratings or elimination of a holding company discount. In particular, Grupo Carso Telecom, as a holding company with no direct operating activities, could trade at a discount of up to 10% to the expected “sum of parts” valuation. It really has no “raison d’être” and so some sort of reverse takeover was inevitable. The surprise perhaps was that it took so long to happen.
More importantly Slim’s overall management style leverages very focused units with clear mandates and clear performance measurement. As I have written on other occasions, America Movil and Telmex seem blissfully unaware or unconcerned about competitors’ efforts to bundle and package fixed, mobile, broadband and TV. Telmex sells triple play offers aggressively outside of Mexico (and would in Mexico if permitted to offer TV) but so far mobile has never entered the equation even where permitted by regulation. The two companies have shown little interest in network synergies although likewise they never strike deals with strangers. Finally, merging Telmex and America Movil’s quite different corporate cultures – despite their common roots – would have been a strategic flip and probably a management distraction with little positive to show for it.
But this is just my theory and I wanted some empirical evidence. What was the “smart money” saying?
The bond rating agencies were generally delighted putting America Movil on “credit watch with positive indications” a backhanded way of saying “we think this is probably a good thing”. Bond holders are worried about cash flow. Bring together companies with significant cash flow on their own to create a single huge cash generator and they are generally happy. Bigger cash flow means less volatility and more sources to cover loan payments and bond coupons.
Equity investors were decidedly negative. It’s a rule of thumb on Wall Steet that one should “buy on rumor and sell on news”. As the chart below shows, that certainly happened: America Movil stock rose from about New Years until the announcement and then dropped like a stone: from US$50 the day before the announcement to just under US$44 today. (The red line is America Movil’s stock price indexed to its value on January 4th, 2010. The black vertical line marks the peak on January 13, 2010.)

Usually investors punish the buyer and reward the seller. In this case all three participants in the deal, America Movil (AMX), Telmex (TMX) and Grupo Carso Telecom (TELECOMA1.MX), are all affected. This shows that investors have little faith either in cost synergies or upside from convergence. All they know is that buyers – especially those attempting to restructure, especially those trying to take out minority shareholders – usually wind up overpaying.
Admittedly this has been a rough month for Telecom stocks: AT&T, Verizon and Vodafone are all down and Telefonica has received a series of bad news of the kind that makes investors decidedly nervous (steep devaluation in Venezuela, rumors of squabbles among the Telecom Italia ownership group of which Telefonica is the leading shareholder, orders for Telecom Italia to divest Telecom Argentina).
The final nail in the coffin of convergence at America Movil / Telmex came recently when Slim told reporters that they would NOT be bundling fixed and mobile in Mexico anytime soon. Clearly he was thinking about the difficult regulatory and political situation for his companies in that country, although he seemed to dismiss the bundling idea generally even in countries where he legally can offer all four services either alone or in bundles.
For all the excitement created in the press – aided and abetted by the analyst community – this was a strategy devised by lawyers and finance types. Convergence was just a bit of spin-doctoring that eventually backfired.