Corporate, transactional, and regulatory counsel for carriers, networks, and the infrastructure investors behind them, in a sector where a license, a frequency, and a tower are as much a part of the deal as the cap table.
A radio licensee's parent may not be more than 25 percent foreign-owned without the FCC's leave, granted by declaratory ruling on a petition naming every holder up the chain. No license or Section 214 authorization changes hands without the Commission's prior consent, and an international 214 application disclosing a foreign holder of 10 percent or more goes to Team Telecom, which has 120 days to review and may take 90 more.
A domestic transfer with no foreign money can clear a month after public notice; one that needs a foreign-ownership ruling and a Team Telecom review runs for quarters and ends in a mitigation agreement that conditions the license for its life. Towers run on other rules: a local authority has 60 days to act on a collocation that does not substantially change the structure, and pole-attachment rates follow a federal formula unless the state has taken jurisdiction.
We act for sponsors, operators and the funds behind them on acquisitions, joint ventures and financings in this sector, reading each license into the structure before the term sheet, with telecom-regulatory or locally admitted counsel where a filing requires it.
Acquisitions, dispositions, and roll-ups of carriers, service providers, and infrastructure operators, structured around the consents, change-of-control filings, and license transfers a communications deal turns on.
The license and authorization side of a transaction, covering transfers, assignments, ownership-and-control analysis, and the regulatory consents that gate timing and value, with telecom-regulatory counsel coordinated where required.
Acquisitions, joint ventures, and structuring for towers, fiber, data centers, and spectrum-backed assets, the digital-infrastructure category that has become a core private-capital play.
Growth equity, project and acquisition financing, and the capital-stack structuring that funds network builds and consolidation, drafted to hold under operational and regulatory pressure long after closing.
Data-handling and privacy compliance, interconnection and carrier agreements, vendor and platform contracts, and the commercial frameworks on which a communications business runs day to day.
Commercial and contractual disputes in the sector, plus matters before the FCC and comparable authorities, with telecom-regulatory or locally admitted counsel coordinated for contested proceedings and jurisdiction-specific filings.
A wireless license carries a construction deadline, and a licensee that misses it loses the license automatically as of that date, with no Commission order and no notice. Diligence on a spectrum portfolio therefore starts with the buildout showings on file, because the asset being sold may already have ceased to exist on paper.
A reorganization that leaves ultimate control where it was is a pro forma transfer, notified to the FCC within 30 days after closing. Anything that moves control needs consent before closing, and control is judged on who hires the staff, sets the budget and directs the operation, not on the cap table alone.
Tower cash flow is only as long as the ground lease under it, so the escalators, the renewal options and any purchase right in that lease are the diligence. A structure over 200 feet, or near an airport, must be registered with the FCC after FAA review, and the registration follows the owner at closing.
Foreign ownership of the licensee itself is capped at 20 percent and the cap cannot be waived; the 25 percent benchmark that can be exceeded with FCC approval applies to a holding company above it. A foreign sponsor invests through a US parent, petitions for a declaratory ruling and expects a mitigation agreement.
Contested regulatory proceedings and certain filings call for telecom-regulatory or locally admitted counsel. We coordinate that work so the regulatory posture and the transaction stay aligned.
A carrier certifies its customer-information compliance to the FCC by 1 March each year and files its annual revenue report for universal service by 1 April, with quarterly projections between. A buyer inherits those filings and the forfeiture exposure for the ones the seller missed, so the compliance file is reviewed with the licenses.
Before any term sheet hardens, we map every authorization the target holds: spectrum licenses, Section 214 authority, state PUC certificates, and franchise and pole-attachment rights. Then we flag which ones the deal will touch. What the seller calls an asset list, the regulator calls a transfer-of-control application waiting to happen.
We shape the transaction around the control questions: foreign ownership up the cap table, whether Team Telecom review is likely, and which filing the transfer needs, pro forma or full consent. The structure decided here sets the approval clock later and decides whether any national-security condition enters the deal.
FCC filings, state PUC notices, and any CFIUS or Team Telecom submissions run on separate clocks; we sequence signing, filing, and outside-date mechanics so no single consent strands the closing. Interim covenants keep the network built, lit, and compliant while the applications pend.
Approvals in hand, we close against the license conditions as written, then paper what survives: post-closing FCC notifications, colocation and backhaul agreements, and the compliance calendar for renewals and buildout deadlines. One partner carries the file from census to closing to the first renewal.
In telecom, buying the network means inheriting its permissions.
Hart David Carson LLP provides corporate, transactional, and regulatory counsel to carriers, networks, infrastructure owners, and the investors behind them. The work runs from M&A and growth financing to spectrum and license transfers, tower and fiber transactions, data and privacy compliance, and disputes. We handle it with the regulatory awareness the sector demands and coordinate with telecom-regulatory or locally admitted counsel where a particular filing or jurisdiction requires it.
We advise clients on the regulatory dimensions of communications transactions and operations, including license transfers, ownership and control questions, and matters before the FCC and comparable authorities. Where a matter calls for telecom-regulatory or locally admitted counsel, as a contested proceeding, a foreign-ownership review, or a jurisdiction-specific filing does, we coordinate that work so the regulatory posture and the deal stay aligned.
Yes, and each asset has its own paper. A tower is valued on tenant leases that are only as long as the ground lease beneath them, so the ground lease's term, escalators and purchase options are the first documents read, along with the antenna structure registration for anything over 200 feet. Fiber is often held through indefeasible rights of use, which are long-term rights to use strands rather than title to them, so their value lives in the maintenance, relocation and transfer clauses. A data center is a power contract and an interconnection agreement with a building around them. We structure the acquisition, joint venture or financing around those documents for sponsors, operators and the funds investing alongside them.
Yes. Inbound, the questions are American: the 20 percent cap on foreign ownership of a licensee, the 25 percent benchmark on its parent that the FCC will let a petitioner exceed by declaratory ruling, and the Team Telecom review that follows an international Section 214 application with a foreign holder of 10 percent or more. Outbound, every market has its own licensing authority and its own foreign-ownership and data-transfer rules. We run the US structure and filings from Chicago, work through partner firms in London and Dubai, and engage locally admitted counsel from a partner network of about 51 jurisdictions for the local license and consent work a particular market requires.
Three groups, mostly. Operators, meaning wireless and wireline carriers, internet and managed-service providers and the equipment and platform businesses that sell to them. Infrastructure owners, meaning tower, fiber and data-center companies and the joint ventures that hold their assets. And the capital behind both: private-equity sponsors, infrastructure funds and family offices making their first or their fifth investment in the sector. For each the work is the same corporate and finance work the firm does elsewhere, applied to a business whose principal asset is a license it may not transfer without permission.
Before the outside date is written down. The purchase agreement's timetable has to be set against the consents the deal needs: a domestic transfer with no foreign ownership can clear about a month after public notice, a pro forma reorganization is merely notified within 30 days after closing, and a transaction that needs a foreign-ownership ruling and a Team Telecom review runs for quarters and ends in a mitigation agreement the buyer must be willing to sign. If the term sheet is signed before those clocks are mapped, the outside date, the interim operating covenants and the reverse termination fee are all negotiated on a guess. We would rather be in the room for the structure chart.
Transactions, IP, and growth capital for software and platform businesses, where speed of execution is itself the advantage and the deal moves at the pace the company demands.
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Explore →Reviewed by Jonathan D. Herpy, Sr., Senior Partner · Last updated October 2026 · Educational overview · Not legal advice
One partner is accountable for the whole matter, and you have that partner's direct line. Chicago, London, and Dubai work to the same standard.