Verizon Communications Inc. (NYSE:VZ) entered into a stock purchase agreement to acquire TracFone Wireless, Inc. from América Móvil, S.A.B. de C.V. (BMV:AMX L) for $6.9 billion on September 13, 2020. As reported, Verizon will acquire TracFone Wireless for $3.125 billion in cash and $3.125 billion in shares of Verizon common stock, subject to customary adjustments, at closing. The number of shares issued will be based on an average trading price determined as of the closing date, subject to a symmetrical 10% collar mechanism (based on a reference trading price determined as of the signing date), which provides that the minimum number of shares issuable is 47.1 million shares and the maximum number of shares issuable is 57.6 million. In addition, following the closing, Verizon shall pay to América Móvil, S.A.B. de C.V. up to $500 million as an earn-out if Tracfone continues to achieve certain performance measures during the 24 months following the closing, calculated and paid in 4 consecutive 6 month periods and $150 million deferred commercial consideration payable within two years following the closing. Debt or equity financing may be needed to fund the acquisition of Tracfone.

Verizon will continue to offer Lifeline service through Tracfone and further develop its core brands, products and distribution channels, including StraightTalk, most of whose customers operate on the Verizon network as of date. All Tracfone's customers and each of Tracfone's nearly 850 employees will join Verizon Communications. The transaction is subject to regulatory and customary closing conditions. Early Termination Notice was granted for the transaction. On November 16, 2020, Communications Workers of America (CWA) raised a few antitrust concerns. On December 18, 2020, CWA urged the FCC to request more information from the companies to adequately review the impacts and impose specific conditions. Verizon expects the transaction to close in the second half of 2021. As of September 13, 2021, the transaction is expected to close by the end of 2021. Verizon expects the transaction to be accretive in the first full year following closing, excluding transaction and approvals including obtaining required governmental approvals integration costs, and does not expect the transaction to materially impact capital expenditures. As per filling on November 18, 2021, The California Public Utilities Commission approved Verizon Communications' acquisition of TracFone Wireless. As of November 22, 2021, Federal Communication Commission Grants Approval to Verizon Communications.

Credit Suisse Group AG (SWX:CSGN) acted as financial advisor while Michael Diz, Jeffrey Ross, Katarina Molnarova, Sue Meng, Lawrence Cagney, Erin Cleary, Henry Lebowitz, Ted Hassi, Peter Furci, Steven Slutzky and Jeffrey Rosen of Debevoise & Plimpton LLP and J. Bruce McDonald of Jones Day acted as legal advisors to Verizon. Maria-Leticia Ossa Daza, Daniel Alvarez and Mia Hayes of Willkie Farr & Gallagher LLP acted as legal advisors for América Móvil, S.A.B. de C.V. , Nicolas Grabar and Kyle Harris of Cleary Gottlieb Steen & Hamilton LLP acted as legal advisors for América Móvil. Luis Burgueño, Fernando Moreno Gómez de Parada and Santiago Barraza López of Von Wobeser y Sierra acted as legal advisors for Verizon.

Verizon Communications Inc. (NYSE:VZ) completed the acquisition of TracFone Wireless, Inc. from América Móvil, S.A.B. de C.V. (BMV:AMX L) on November 23, 2021. AMX received the closing consideration of $3,625.7 million in cash, which includes $500.7 million of customary adjustment for Tracfone's cash and working capital, and 57,596,544 shares of Verizon stock. Subject to Tracfone continuing to achieve certain operating metrics (earn-out), Verizon shall pay up to an additional $650 million cash consideration within 2 years from this date.