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): July 20, 2009
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 No.) |
| 1220 Augusta Drive Suite 500 Houston, TX |
77057 | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code: (713) 570-3000
| (Former name or former address if changed since last report.) |
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
ITEM 8.01 – OTHER EVENTS
On July 20, 2009, the Company issued a press release announcing that the previously announced private offering by certain of its indirect subsidiaries of $250 million of Senior Secured Notes, Series 2009-1 had been priced. The July 20 press release is attached as Exhibit 99.1 to this Form 8-K.
ITEM 9.01 – FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
| Exhibit No. | Description | |
99.1
|
Press Release dated July 20, 2009 |
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. | ||
Date: July 20, 2009
|
By: /s/ E. Blake Hawk | |
| Name: E. Blake Hawk | ||
| Title: Executive Vice President and General Counsel |
EXHIBIT INDEX
| Exhibit No. | Description | |
99.1
|
Press Release dated July 20, 2009 |
Exhibit 99.1
| Contacts: | Jay Brown, CFO Fiona McKone, VP – Finance Crown Castle International Corp. 713-570-3050 |
FOR IMMEDIATE RELEASE
CROWN CASTLE INTERNATIONAL ANNOUNCES PRICING OF SENIOR SECURED NOTES OFFERING
BY CERTAIN SUBSIDIARIES
July 20, 2009 – HOUSTON, TEXAS – Crown Castle International Corp. (NYSE: CCI) announced today that certain of its indirect subsidiaries have priced $250 million of Senior Secured Notes, Series 2009-1 (“Notes”). Such subsidiaries hold a portion of the U.S. towers acquired by Crown Castle in its acquisition of Global Signal, Inc. The Notes will be secured on a first priority basis by a pledge of the equity interests of the subsidiaries holding such towers and by certain other assets of such subsidiaries. Crown Castle expects the offering to close on July 31, 2009.
The offering consists of two classes of Notes, Class A-1 and Class A-2, both of which are expected to be rated investment grade and issued at par. The Class A-1 Notes consist of $175 million of 6.25% Notes and fully amortize during the period beginning in January 2010 and ending on the final maturity date in August 2019. The Class A-2 Notes consist of $75 million of 9.0% Notes and fully amortize during the period beginning in September 2019 and ending on the final maturity date in August 2029. The weighted average interest rate on the Notes is approximately 7.1%.
The net proceeds of the offering will be used by the subsidiaries, together with other cash, to repay in full the outstanding mortgage loans of such subsidiaries relating to the Commercial Mortgage Pass-Through Certificates, Series 2004-2 (the “Certificates”), issued in 2004 by Global Signal Trust II. The proceeds of such repayment will be deposited with the trustee for the Certificates and will be distributed to the holders of such Certificates in accordance with the terms of the Trust.
| News Release continued: | Page 2 of 2
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The Notes will be obligations of the subsidiaries that are currently obligors under the mortgage loans being repaid. The Notes will not be guaranteed by and will not be obligations of Crown Castle International Corp. or any of its other subsidiaries.
This press release is not an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the Notes in any jurisdiction in which any such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. The Notes will not be registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities laws, and, unless so registered, may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the Securities Act and applicable state securities laws.
Crown Castle owns, operates and leases towers and other communication structures for wireless communications. Crown Castle offers significant wireless communications coverage to 91 of the top 100 U.S. markets and to substantially all of the Australian population. Crown Castle owns, operates and manages over 22,000 and approximately 1,600 wireless communication sites in the U.S. 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 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.