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): April 18, 2005
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) |
510 Bering 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 April 18, 2005, the Company issued (1) a press release announcing the selection of certain equipment and services suppliers by its subsidiary Crown Castle Mobile Media and (2) a press release announcing the selection of Microsoft Windows Media products by Crown Castle Mobile Media for use in its planned DVB-H broadcast service deployment. The April 18 press releases are furnished herewith as Exhibit 99.1 and Exhibit 99.2 to this Form 8-K.
ITEM 9.01 — FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
| Exhibit No. |
Description | |
| 99.1 | Press Release dated April 18, 2005 | |
| 99.2 | Press Release dated April 18, 2005 | |
The information in this Form 8-K and Exhibit 99.1 and Exhibit 99.2 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (“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.
1
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: April 18, 2005
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EXHIBIT INDEX
| Exhibit No. |
Description | |
| 99.1 | Press Release dated April 18, 2005 | |
| 99.2 | Press Release dated April 18, 2005 | |
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Exhibit 99.1
| Contacts: | W. Benjamin Moreland, CFO | |||
| Jay Brown, Treasurer | ||||
| Crown Castle International Corp. | ||||
| FOR IMMEDIATE RELEASE | 713-570-3000 |
CROWN CASTLE MOBILE MEDIA ANNOUNCES SELECTION OF EQUIPMENT
AND SERVICES SUPPLIERS FOR DVB-H NETWORK
APRIL 18, 2005 - HOUSTON, TEXAS - Crown Castle Mobile Media, a subsidiary of Crown Castle International Corp. (NYSE:CCI), announced today that it has selected certain key equipment and services suppliers to support its planned build of a dedicated digital network for broadcasting live television to mobile devices. Thales Broadcast & Multimedia and Axcera are providing terrestrial site transmitter equipment and integration services. Kathrein Inc. is providing site antennas and SES AMERICOM is providing satellite space segment for broadcast distribution.
“DVB-H, as a true open standard, has enabled opportunities across the wireless ecosystem for the development of Crown Castle Mobile Media’s rich multimedia services,” said Michael Schueppert, President of Crown Castle Mobile Media. “We are pleased to be working with these leading technology companies.”
According to David Neff, President and CEO of Axcera, “With the fast-developing interest in mobile video, the robustness of the DVB-H standard, and the ability to deploy a nationwide network, we believe Crown Castle Mobile Media has the winning formula for success. We are honored to partner with Crown Castle Mobile Media in the deployment of this exciting new technology.”
“Thales is proud to have been chosen to be part of Crown Castle Mobile Media’s project,” stated Roger McGarrahan, CEO of Thales Broadcast & Multimedia. “We are pleased that our unique combination of broadcast experience, DVB-H exciter technology, and complementary MPEG transport stream products and capabilities positions Thales to support Crown Castle Mobile Media with its planned new mobile media services.”
“We are pleased to be supplying Crown Castle Mobile Media with panel and omni antennas specially designed to meet the unique requirements of this project,” said Jim De
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Koekkoek, regional sales and special projects manager, Kathrein Inc. - Scala Division. “Being selected and approved as the primary antenna vendor was a real achievement for our special projects team, and we look forward to our role as a key antenna supplier in the future.”
“This exciting collaboration will leverage the nationwide power and reach of SES AMERICOM’s AMC-9 satellite together with Crown Castle Mobile Media’s planned DVB-H network to deliver first-of-its-kind television broadcasts in the U.S. with all the freedom of a wireless mobile handset,” said Bryan McGuirk, senior vice president of SES AMERICOM’s North American media services. “Together with Crown Castle Mobile Media, we’re looking forward to delivering mobile television service to consumers.”
Crown Castle Mobile Media is a subsidiary of Crown Castle International Corp. (NYSE:CCI). 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 68 of the top 100 US markets and to substantially all of the Australian population. Crown Castle owns, operates and manages over 10,600 and over 1,300 wireless communication sites in the US and Australia, respectively. For more information on Crown Castle visit: http://www.crowncastle.com.
Cautionary Language Regarding Forward-Looking Statements
This press release contains forward-looking statements that are based on our management’s current expectations. Such statements include, but are not limited to, plans, projections and estimates regarding (i) the collaboration between Crown Castle Mobile Media and the vendors named above and (ii) the build, operation, development, and deployment of a network for mobile television. 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 which could affect our results is included in our filings with the SEC.
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Exhibit 99.2
| Contacts: | W. Benjamin Moreland, CFO | |||
| Jay Brown, Treasurer | ||||
| Crown Castle International Corp. | ||||
| FOR IMMEDIATE RELEASE | 713-570-3000 |
CROWN CASTLE MOBILE MEDIA SELECTS WINDOWS MEDIA AND
WINDOWS MEDIA DRM 10 TO DELIVER LIVE TELEVISION TO MOBILE DEVICES;
IT ACCELERATES THE DEPLOYMENT OF WINDOWS MEDIA-BASED DIGITAL
ENTERTAINMENT SERVICES FOR CELL PHONES, PDAs AND PORTABLE MEDIA DEVICES
APRIL 18, 2005 – HOUSTON and LAS VEGAS – Crown Castle Mobile Media, a subsidiary of Crown Castle International Corp. (NYSE:CCI), and Microsoft Corp. today announced that Crown Castle Mobile Media has selected Windows Media Audio, Windows Media Video 9 and Windows Media Digital Rights Management (DRM) 10 for its Digital Video Broadcasting-Handheld (DVB-H) broadcast service deployment. As a preview of the exciting possibilities this relationship may deliver, Crown Castle Mobile Media will be demonstrating with Microsoft live mobile TV on Windows Mobile™-based devices at the National Association of Broadcasters convention in Las Vegas from April 16 to April 21, 2005.
Windows Media helps to enable the secure delivery of high quality digital entertainment services over IP and other digital networks. The components of the Windows Media 9 Series platform are available from Microsoft in source code format, may be ported to mobile devices based on any operating system, and are licensed under published terms that provide significant commercial advantages for device manufacturers compared with alternative solutions. Windows Media Video 9 is Microsoft’s implementation of VC-1, the proposed Society of Motion Picture and Television Engineers (SMPTE) standard.
“Windows Media is a superb solution for delivering audio and video services over mobile broadcast networks like DVB-H because of its quality and efficiency,” stated Michael Schueppert, President of Crown Castle Mobile Media. “We are excited to work with Microsoft on this endeavor.”
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“Delivering television to mobile devices is a great example of the innovation that Crown Castle Mobile Media’s upcoming DVB-H service deployment will make possible,” said Amir Majidimehr, corporate vice president of Windows Digital Media at Microsoft. “This is a testament to Crown Castle Mobile Media’s expertise and vision in delivering mobile solutions, and we’re excited they have chosen Windows Media and Windows Media DRM as part of their next generation services.”
“We are delighted to see the collaboration between Crown Castle Mobile Media and Microsoft and believe this will accelerate the deployment of DVB-H,” stated Peter MacAvock, Executive Director of the DVB Organization.
DVB-H is currently expected to become the global standard for mobile television and has been formally adopted by both the DVB Organization and the European Telecommunications Standards Institute (ETSI). Crown Castle Mobile Media intends to build and operate a dedicated DVB-H network for broadcasting digital television content to mobile devices including cell phones. The proposed network will utilize five megahertz (MHz) of unencumbered nationwide spectrum acquired by Crown Castle through Federal Communications Commission Auction 46 in 2003.
The demonstration will be available at the Microsoft booth (SL332) during regular exhibit hours and will use Windows Media Audio and Video 9, Windows Media streaming protocols, and Windows Media DRM 10 to deliver services over a DVB-H network. Additionally, the demonstration features the DVB-H chip and Windows CE compatible driver for Windows Mobile-based handsets from DiBcom, the complete RF transmission system, including an Axcera Innovator LX UHF DVB-H transmitter from Axcera, and Windows Mobile-based devices from HTC Corp.
About Crown Castle Mobile Media
Crown Castle Mobile Media is a subsidiary of Crown Castle International Corp. (NYSE:CCI). 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 68 of the top 100 US markets and to substantially all of the Australian population. Crown Castle owns, operates and manages over 10,600 and over 1,300 wireless communication sites in the US and Australia, respectively. For more information on Crown Castle visit: http://www.crowncastle.com.
About Microsoft
Founded in 1975, Microsoft (NASDAQ: MSFT) is the worldwide leader in software, services and solutions that help people and businesses realize their full potential.
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Microsoft, Windows and Windows Media are either registered trademarks or trademarks of Microsoft Corp. in the United States and/or other countries. The names of actual companies and products mentioned herein may be the trademarks of their respective owners.
For more information, press only:
Crown Castle Mobile Media:
Jay Brown, Treasurer, Crown Castle International Corp., +1-713-570-3000, jbrown@crowncastle.com
Microsoft:
Ken Birge, Weber Shandwick for Microsoft, (425) 452-5484, kbirge@webershandwick.com
Wayne Hickey, Weber Shandwick for Microsoft, (425) 452-5400, whickey@webershandwick.com
Cautionary Language Regarding Forward-Looking Statements:
This press release contains forward-looking statements that are based on our management’s current expectations. Such statements include, but are not limited to, plans, projections and estimates regarding (i) the collaboration between Microsoft and Crown Castle Mobile Media, (ii) the build, operation, development, and deployment of a network for mobile television and (iii) the commercial launch and acceptance of mobile television or DVB-H. 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 which could affect our results is included in our filings with the SEC.
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