Form 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): December 15, 2008

 

 

Crown Castle International Corp.

(Exact Name of Registrant as Specified in its Charter)

 

 

Delaware   001-16441   76-0470458

(State or Other

Jurisdiction of

Incorporation)

 

(Commission File

Number)

 

(IRS Employer

Identification

Number)

1220 Augusta Drive

Suite 500

Houston, TX 77057

(Address of Principal Executive Office)

Registrant’s telephone number, including area code: (713) 570-3000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


ITEM 7.01 – REGULATION FD DISCLOSURE

On December 15, 2008, the Company issued a press release announcing that it has received commitments of $175 million to extend its operating company revolving credit facility for 364 days. RBS Greenwich Capital, our arranger under the facility received the commitments on our behalf from a group of lenders. The extension is scheduled to close on January 6, 2009 and is subject to customary closing conditions. The December 15 press release is furnished herewith as Exhibit 99.1 to this Form 8-K.

ITEM 9.01 – FINANCIAL STATEMENTS AND EXHIBITS

(c) Exhibits

As described in Item 7.01 of this Report, the following exhibit is furnished as part of this Current Report on Form 8-K:

 

      

Exhibit No.

  

Description

     
     99.1    Press Release dated December 15, 2008   

The information in this Form 8-K and Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

CROWN CASTLE INTERNATIONAL CORP.
By:   /s/ E. Blake Hawk
Name:   E. Blake Hawk
Title:   Executive Vice President and General Counsel

Date: December 16, 2008


EXHIBIT INDEX

 

    

Exhibit No.

  

Description

     
   99.1    Press Release dated December 15, 2008   
Press Release

Exhibit 99.1

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   Contacts:    Jay Brown, CFO
      Fiona McKone, VP - Finance
      Crown Castle International Corp.
FOR IMMEDIATE RELEASE       713-570-3000

 

 

CROWN CASTLE INTERNATIONAL

EXTENDS REVOLVING CREDIT FACILITY

December 15, 2008 – HOUSTON, TEXAS – Crown Castle International Corp. (NYSE:CCI) announced today that it has received commitments to extend its operating company revolving credit facility (“Revolver”) for 364 days, effective January 6, 2009. Under the terms of the extended facility, the total revolving commitments are $175 million. Crown Castle expects the all-in interest expense associated with the Revolver for 2009 to be 8% to 8.5%, inclusive of extension fees. Further, Crown Castle expects the Revolver to be drawn approximately $145 million and to have cash balances of approximately $90 million at December 31, 2008. Proceeds from the Revolver may be used for general corporate purposes.

“We are pleased to have successfully accessed the credit markets to extend our revolving credit facility, even in the current challenging economic environment,” stated Jay Brown, Chief Financial Officer of Crown Castle. “I appreciate the support that we received from a number of financial institutions and believe the commitments underscore the stable, predictable cash flows characteristic of our business.”

The facility as extended is led by The Royal Bank of Scotland PLC, as agent.

 

 

 

 

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News Release continued:    Page 2 of 2

 

 

Crown Castle engineers, deploys, owns and operates technologically advanced shared wireless infrastructure, including extensive networks of towers. Crown Castle offers significant wireless communications coverage to 91 of the top 100 US markets and to substantially all of the Australian population. Crown Castle owns, operates and manages over 22,000 and over 1,600 wireless communication sites in the US and Australia, respectively. For more information on Crown Castle, please visit http://www.crowncastle.com.

 

 

Cautionary Language Regarding Forward-Looking Statements

This press release contains forward-looking statements that are based on Crown Castle management’s current expectations. Such statements include, but are not limited to, plans, projections and estimates regarding (i) expenses associated with the Revolver, including interest expense, (ii) cash balances, (iii) amounts drawn under the Revolver, and (iv) predictability of cash flows. Such forward-looking statements are subject to certain risks, uncertainties and assumptions, including prevailing market conditions and other factors. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those expected. More information about potential risk factors that could affect Crown Castle and its results is included in Crown Castle’s filings with the Securities and Exchange Commission.

 

 

 

 

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