Delaware
|
001-16441
|
76-0470458
|
||
(State or other jurisdiction
|
(Commission File Number)
|
(IRS Employer
|
||
of incorporation)
|
Identification Number)
|
1220 Augusta Drive, Suite 600
Houston, TX
|
77057
|
|
(Address of principal executive offices)
|
(Zip Code)
|
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))
|
(d) Exhibits |
Exhibit No.
|
Description
|
||
10.1
|
Incremental Facility Amendment No. 4 dated as of January 21, 2015, among Crown Castle International Corp. (“Company”), Crown Castle Operating Company (“Borrower”), certain subsidiaries of the Borrower, the lenders party thereto and The Royal Bank of Scotland plc (“RBS”), as administrative agent, issuing bank and swingline lender, to the Credit Agreement dated as of January 31, 2012, among the Company, the Borrower, the lenders and issuing banks from time to time party thereto, RBS, as administrative agent, Merrill Lynch, Pierce, Fenner & Smith Incorporated, as syndication agent, and Morgan Stanley Senior Funding, Inc., as co-documentation agent.
|
CROWN CASTLE INTERNATIONAL CORP.
|
||||
By:
|
/s/ E. Blake Hawk
|
|||
Name:
|
E. Blake Hawk
|
|||
Title:
|
Executive Vice President and General Counsel
|
Exhibit No.
|
Description
|
|
10.1
|
Incremental Facility Amendment No. 4 dated as of January 21, 2015, among Crown Castle International Corp. (“Company”), Crown Castle Operating Company (“Borrower”), certain subsidiaries of the Borrower, the lenders party thereto, The Royal Bank of Scotland plc (“RBS”), as administrative agent, issuing bank and swingline lender, to the Credit Agreement dated as of January 31, 2012, among the Company, the Borrower, the lenders and issuing banks from time to time party thereto, RBS, as administrative agent, Merrill Lynch, Pierce, Fenner & Smith Incorporated, as syndication agent, and Morgan Stanley Senior Funding, Inc., as co-documentation agent.
|
CROWN CASTLE INTERNATIONAL CORP.,
|
||
By
|
||
/s/ Jay A. Brown
|
||
Name:
|
Jay A. Brown
|
|
Title:
|
Senior Vice President, Chief Financial Officer and Treasurer
|
|
CROWN CASTLE OPERATING COMPANY,
|
||
By
|
||
/s/ Jay A. Brown
|
||
Name:
|
Jay A. Brown
|
|
Title:
|
Senior Vice President, Chief Financial Officer and Treasurer
|
|
CROWN CASTLE OPERATING LLC,
|
||
By
|
||
/s/ Jay A. Brown
|
||
Name:
|
Jay A. Brown
|
|
Title:
|
Senior Vice President, Chief Financial Officer and Treasurer
|
|
CCGS HOLDINGS CORP.,
|
||
By
|
||
/s/ Jay A. Brown
|
||
Name:
|
Jay A. Brown
|
|
Title:
|
Senior Vice President, Chief Financial Officer and Treasurer
|
|
GLOBAL SIGNAL OPERATING PARTNERSHIP, L.P.,
|
||
By
|
||
/s/ Jay A. Brown
|
||
Name:
|
Jay A. Brown
|
|
Title:
|
Senior Vice President, Chief Financial Officer and Treasurer
|
CROWN CASTLE SOLUTIONS CORP.,
|
||
By
|
||
/s/ Jay A. Brown
|
||
Name:
|
Jay A. Brown
|
|
Title:
|
Senior Vice President, Chief Financial Officer and Treasurer
|
|
GLOBAL SIGNAL ACQUISITIONS III LLC,
|
||
By
|
||
/s/ Jay A. Brown
|
||
Name:
|
Jay A. Brown
|
|
Title:
|
Senior Vice President, Chief Financial Officer and Treasurer
|
|
GLOBAL SIGNAL ACQUISITION IV LLC,
|
||
By
|
||
/s/ Jay A. Brown
|
||
Name:
|
Jay A. Brown
|
|
Title:
|
Senior Vice President, Chief Financial Officer and Treasurer
|
|
CROWN CASTLE TOWERS 06-2 LLC,
|
||
By
|
||
/s/ Jay A. Brown
|
||
Name:
|
Jay A. Brown
|
|
Title:
|
Senior Vice President, Chief Financial Officer and Treasurer
|
|
CROWN CASTLE NG NETWORKS LLC,
|
||
By
|
||
/s/ Jay A. Brown
|
||
Name:
|
Jay A. Brown
|
|
Title:
|
Senior Vice President, Chief Financial Officer and Treasurer
|
CROWN CASTLE NG EAST LLC,
|
||
By
|
||
/s/ Jay A. Brown
|
||
Name:
|
Jay A. Brown
|
|
Title:
|
Senior Vice President, Chief Financial Officer and Treasurer
|
|
CROWN CASTLE NG WEST LLC,
|
||
By
|
||
/s/ Jay A. Brown
|
||
Name:
|
Jay A. Brown
|
|
Title:
|
Senior Vice President, Chief Financial Officer and Treasurer
|
THE ROYAL BANK OF SCOTLAND PLC, individually and as Administrative Agent,
Issuing Bank and Swingline Lender,
|
||
By
|
||
/s/ Matthew Pennachio
|
||
Name:
|
Matthew Pennachio
|
|
Title:
|
Director
|
REVOLVING COMMITMENT INCREASE LENDERS
SIGNATURE PAGE TO INCREMENTAL FACILITY AMENDMENT NO. 4 DATED AS OF JANUARY 21, 2015, TO THE CREDIT AGREEMENT DATED AS OF JANUARY 31, 2012, AMONG CROWN CASTLE INTERNATIONAL CORP., CROWN CASTLE OPERATING COMPANY, THE LENDERS AND ISSUING BANKS PARTY THERETO, THE ROYAL BANK OF SCOTLAND PLC, AS ADMINISTRATIVE AGENT, MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, AS SYNDICATION AGENT, AND MORGAN STANLEY SENIOR FUNDING, INC., AS CO-DOCUMENTATION AGENT
|
||
Name of Institution:
|
||
Citibank, N.A.
|
||
By
|
||
/s/ Robert F. Parr
|
||
Name:
|
Robert F. Parr
|
|
Title:
|
Vice President & Managing Director
|
REVOLVING COMMITMENT INCREASE LENDERS
SIGNATURE PAGE TO INCREMENTAL FACILITY AMENDMENT NO. 4 DATED AS OF JANUARY 21, 2015, TO THE CREDIT AGREEMENT DATED AS OF JANUARY 31, 2012, AMONG CROWN CASTLE INTERNATIONAL CORP., CROWN CASTLE OPERATING COMPANY, THE LENDERS AND ISSUING BANKS PARTY THERETO, THE ROYAL BANK OF SCOTLAND PLC, AS ADMINISTRATIVE AGENT, MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, AS SYNDICATION AGENT, AND MORGAN STANLEY SENIOR FUNDING, INC., AS CO-DOCUMENTATION AGENT
|
||
Name of Institution:
|
||
Sumitomo Mitsui Banking Corporation
|
||
By
|
||
/s/ David W. Kee
|
||
Name:
|
David W. Kee
|
|
Title:
|
Managing Director
|
REVOLVING COMMITMENT INCREASE LENDERS
SIGNATURE PAGE TO INCREMENTAL FACILITY AMENDMENT NO. 4 DATED AS OF JANUARY 21, 2015, TO THE CREDIT AGREEMENT DATED AS OF JANUARY 31, 2012, AMONG CROWN CASTLE INTERNATIONAL CORP., CROWN CASTLE OPERATING COMPANY, THE LENDERS AND ISSUING BANKS PARTY THERETO, THE ROYAL BANK OF SCOTLAND PLC, AS ADMINISTRATIVE AGENT, MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, AS SYNDICATION AGENT, AND MORGAN STANLEY SENIOR FUNDING, INC., AS CO-DOCUMENTATION AGENT
|
||
Name of Institution:
|
||
SUNTRUST BANK
|
||
By
|
||
/s/ Marshall T. Mangum, III
|
||
Name:
|
Marshall T. Mangum, III
|
|
Title:
|
Director
|
REVOLVING COMMITMENT INCREASE LENDERS
SIGNATURE PAGE TO INCREMENTAL FACILITY AMENDMENT NO. 4 DATED AS OF JANUARY 21, 2015, TO THE CREDIT AGREEMENT DATED AS OF JANUARY 31, 2012, AMONG CROWN CASTLE INTERNATIONAL CORP., CROWN CASTLE OPERATING COMPANY, THE LENDERS AND ISSUING BANKS PARTY THERETO, THE ROYAL BANK OF SCOTLAND PLC, AS ADMINISTRATIVE AGENT, MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, AS SYNDICATION AGENT, AND MORGAN STANLEY SENIOR FUNDING, INC., AS CO-DOCUMENTATION AGENT
|
||
Name of Institution:
|
||
WELLS FARGO BANK, N.A.
|
||
By
|
||
/s/ Michael Metallo
|
||
Name:
|
Michael Metallo
|
|
Title:
|
Vice President
|
REVOLVING COMMITMENT INCREASE LENDERS
SIGNATURE PAGE TO INCREMENTAL FACILITY AMENDMENT NO. 4 DATED AS OF JANUARY 21, 2015, TO THE CREDIT AGREEMENT DATED AS OF JANUARY 31, 2012, AMONG CROWN CASTLE INTERNATIONAL CORP., CROWN CASTLE OPERATING COMPANY, THE LENDERS AND ISSUING BANKS PARTY THERETO, THE ROYAL BANK OF SCOTLAND PLC, AS ADMINISTRATIVE AGENT, MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, AS SYNDICATION AGENT, AND MORGAN STANLEY SENIOR FUNDING, INC., AS CO-DOCUMENTATION AGENT
|
||
Name of Institution:
|
||
THE ROYAL BANK OF SCOTLAND PLC
|
||
By
|
||
/s/ Matthew Pennachio
|
||
Name:
|
Matthew Pennachio
|
|
Title:
|
Director
|
REVOLVING COMMITMENT INCREASE LENDERS
SIGNATURE PAGE TO INCREMENTAL FACILITY AMENDMENT NO. 4 DATED AS OF JANUARY 21, 2015, TO THE CREDIT AGREEMENT DATED AS OF JANUARY 31, 2012, AMONG CROWN CASTLE INTERNATIONAL CORP., CROWN CASTLE OPERATING COMPANY, THE LENDERS AND ISSUING BANKS PARTY THERETO, THE ROYAL BANK OF SCOTLAND PLC, AS ADMINISTRATIVE AGENT, MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, AS SYNDICATION AGENT, AND MORGAN STANLEY SENIOR FUNDING, INC., AS CO-DOCUMENTATION AGENT
|
||
Name of Institution:
|
||
Morgan Stanley Bank, N.A.
|
||
By
|
||
/s/ Reagan Philipp
|
||
Name:
|
Reagan Philipp
|
|
Title:
|
Authorized Signatory
|
REVOLVING COMMITMENT INCREASE LENDERS
SIGNATURE PAGE TO INCREMENTAL FACILITY AMENDMENT NO. 4 DATED AS OF JANUARY 21, 2015, TO THE CREDIT AGREEMENT DATED AS OF JANUARY 31, 2012, AMONG CROWN CASTLE INTERNATIONAL CORP., CROWN CASTLE OPERATING COMPANY, THE LENDERS AND ISSUING BANKS PARTY THERETO, THE ROYAL BANK OF SCOTLAND PLC, AS ADMINISTRATIVE AGENT, MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, AS SYNDICATION AGENT, AND MORGAN STANLEY SENIOR FUNDING, INC., AS CO-DOCUMENTATION AGENT
|
||
Name of Institution:
|
||
The Bank of Tokyo-Mitsubishi UFJ, Ltd.
|
||
By
|
||
/s/ O. Anderssen
|
||
Name:
|
O. Anderssen
|
|
Title:
|
Director
|
REVOLVING COMMITMENT INCREASE LENDERS
SIGNATURE PAGE TO INCREMENTAL FACILITY AMENDMENT NO. 4 DATED AS OF JANUARY 21, 2015, TO THE CREDIT AGREEMENT DATED AS OF JANUARY 31, 2012, AMONG CROWN CASTLE INTERNATIONAL CORP., CROWN CASTLE OPERATING COMPANY, THE LENDERS AND ISSUING BANKS PARTY THERETO, THE ROYAL BANK OF SCOTLAND PLC, AS ADMINISTRATIVE AGENT, MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, AS SYNDICATION AGENT, AND MORGAN STANLEY SENIOR FUNDING, INC., AS CO-DOCUMENTATION AGENT
|
||
Name of Institution:
|
||
Royal Bank of Canada
|
||
By
|
||
/s/ Sheldon Pinto
|
||
Name:
|
Sheldon Pinto
|
|
Title:
|
Authorized Signatory
|
REVOLVING COMMITMENT INCREASE LENDERS
SIGNATURE PAGE TO INCREMENTAL FACILITY AMENDMENT NO. 4 DATED AS OF JANUARY 21, 2015, TO THE CREDIT AGREEMENT DATED AS OF JANUARY 31, 2012, AMONG CROWN CASTLE INTERNATIONAL CORP., CROWN CASTLE OPERATING COMPANY, THE LENDERS AND ISSUING BANKS PARTY THERETO, THE ROYAL BANK OF SCOTLAND PLC, AS ADMINISTRATIVE AGENT, MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, AS SYNDICATION AGENT, AND MORGAN STANLEY SENIOR FUNDING, INC., AS CO-DOCUMENTATION AGENT
|
||
Name of Institution:
|
||
Compass Bank
|
||
By
|
||
/s/ Raj Nambiar
|
||
Name:
|
Raj Nambiar
|
|
Title:
|
Vice President
|
REVOLVING COMMITMENT INCREASE LENDERS
SIGNATURE PAGE TO INCREMENTAL FACILITY AMENDMENT NO. 4 DATED AS OF JANUARY 21, 2015, TO THE CREDIT AGREEMENT DATED AS OF JANUARY 31, 2012, AMONG CROWN CASTLE INTERNATIONAL CORP., CROWN CASTLE OPERATING COMPANY, THE LENDERS AND ISSUING BANKS PARTY THERETO, THE ROYAL BANK OF SCOTLAND PLC, AS ADMINISTRATIVE AGENT, MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, AS SYNDICATION AGENT, AND MORGAN STANLEY SENIOR FUNDING, INC., AS CO-DOCUMENTATION AGENT
|
||
Name of Institution:
|
||
Credit Agricole Corporate and Investment Bank
|
||
By
|
||
/s/ Tanya Crossley
|
||
Name:
|
Tanya Crossley
|
|
Title:
|
Managing Director
|
|
By
|
||
/s/ Kestrina Budina
|
||
Name:
|
Kestrina Budina
|
|
Title:
|
Director
|
REVOLVING COMMITMENT INCREASE LENDERS
SIGNATURE PAGE TO INCREMENTAL FACILITY AMENDMENT NO. 4 DATED AS OF JANUARY 21, 2015, TO THE CREDIT AGREEMENT DATED AS OF JANUARY 31, 2012, AMONG CROWN CASTLE INTERNATIONAL CORP., CROWN CASTLE OPERATING COMPANY, THE LENDERS AND ISSUING BANKS PARTY THERETO, THE ROYAL BANK OF SCOTLAND PLC, AS ADMINISTRATIVE AGENT, MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, AS SYNDICATION AGENT, AND MORGAN STANLEY SENIOR FUNDING, INC., AS CO-DOCUMENTATION AGENT
|
||
Name of Institution:
|
||
Bank of America, N.A.
|
||
By
|
||
/s/ Jay D. Marquis
|
||
Name:
|
Jay D. Marquis
|
|
Title:
|
Director
|
REVOLVING COMMITMENT INCREASE LENDERS
SIGNATURE PAGE TO INCREMENTAL FACILITY AMENDMENT NO. 4 DATED AS OF JANUARY 21, 2015, TO THE CREDIT AGREEMENT DATED AS OF JANUARY 31, 2012, AMONG CROWN CASTLE INTERNATIONAL CORP., CROWN CASTLE OPERATING COMPANY, THE LENDERS AND ISSUING BANKS PARTY THERETO, THE ROYAL BANK OF SCOTLAND PLC, AS ADMINISTRATIVE AGENT, MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, AS SYNDICATION AGENT, AND MORGAN STANLEY SENIOR FUNDING, INC., AS CO-DOCUMENTATION AGENT
|
||
Name of Institution:
|
||
BARCLAYS BANK PLC
|
||
By
|
||
/s/ Ronnie Glenn
|
||
Name:
|
Ronnie Glenn
|
|
Title:
|
Vice President
|
REVOLVING COMMITMENT INCREASE LENDERS
SIGNATURE PAGE TO INCREMENTAL FACILITY AMENDMENT NO. 4 DATED AS OF JANUARY 21, 2015, TO THE CREDIT AGREEMENT DATED AS OF JANUARY 31, 2012, AMONG CROWN CASTLE INTERNATIONAL CORP., CROWN CASTLE OPERATING COMPANY, THE LENDERS AND ISSUING BANKS PARTY THERETO, THE ROYAL BANK OF SCOTLAND PLC, AS ADMINISTRATIVE AGENT, MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, AS SYNDICATION AGENT, AND MORGAN STANLEY SENIOR FUNDING, INC., AS CO-DOCUMENTATION AGENT
|
||
Name of Institution:
|
||
JPMORGAN CHASE BANK, N.A.
|
||
By
|
||
/s/ Peter B. Thauer
|
||
Name:
|
Peter B. Thauer
|
|
Title:
|
Managing Director
|
REVOLVING COMMITMENT INCREASE LENDERS
SIGNATURE PAGE TO INCREMENTAL FACILITY AMENDMENT NO. 4 DATED AS OF JANUARY 21, 2015, TO THE CREDIT AGREEMENT DATED AS OF JANUARY 31, 2012, AMONG CROWN CASTLE INTERNATIONAL CORP., CROWN CASTLE OPERATING COMPANY, THE LENDERS AND ISSUING BANKS PARTY THERETO, THE ROYAL BANK OF SCOTLAND PLC, AS ADMINISTRATIVE AGENT, MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, AS SYNDICATION AGENT, AND MORGAN STANLEY SENIOR FUNDING, INC., AS CO-DOCUMENTATION AGENT
|
||
Name of Institution:
|
||
Toronto Dominion (New York) LLC
|
||
By
|
||
/s/ Masood Fikree
|
||
Name:
|
Masood Fikree
|
|
Title:
|
Authorized Signatory
|