8-K/AAcquisitions & DispositionsExhibits & Filings

CROWN CASTLE INC. 8-K/A Report, Acquisition Completed (Oct 25, 2004)

Filed October 25, 2004For Securities:CCI

Summary

This amended Form 8-K filing from Crown Castle International Corp. (CCI) provides updated information regarding the disposition of its UK subsidiary, Crown Castle UK Holdings Limited (CCUK). The company completed the sale of CCUK to NGG Telecoms Investment Limited (NGG) on August 31, 2004, for approximately $2.028 billion in cash proceeds. A significant portion of these proceeds, around $1.3 billion, was utilized to fully repay the company's 2000 Credit Facility. The filing also details adjustments to the pro forma financial statements to reflect the CCUK sale. Specifically, CCUK's cash and cash equivalents, amounting to $39.8 million as of June 30, 2004, have been reclassified to assets of discontinued operations. Further pro forma adjustments include updated estimates for sales proceeds, associated fees and expenses, compensation charges for CCUK employees, and potential alternative minimum tax liabilities, offering a clearer picture of the transaction's financial impact.

Key Highlights

  • 1Crown Castle International Corp. (CCI) completed the sale of its UK subsidiary, CCUK, on August 31, 2004.
  • 2The total cash proceeds from the sale of CCUK amounted to approximately $2.028 billion.
  • 3Approximately $1.3 billion of the sale proceeds were used to fully repay the company's 2000 Credit Facility.
  • 4CCUK's cash and cash equivalents ($39.8 million as of June 30, 2004) have been reclassified to assets of discontinued operations in historical consolidated balance sheets.
  • 5The filing includes updated pro forma financial information reflecting the sale of CCUK and the repayment of the credit facility.
  • 6Pro forma adjustments cover sales proceeds, fees, expenses, employee compensation charges, and estimated alternative minimum tax liability.

Frequently Asked Questions

This amended 8-K filing was made to provide updated financial information related to the sale of Crown Castle's UK subsidiary (CCUK). It clarifies adjustments to pro forma financial statements, specifically regarding the reclassification of CCUK's cash and cash equivalents and updated estimates for transaction-related costs and tax liabilities.

Crown Castle received approximately $2.028 billion in cash proceeds from the sale of CCUK, after accounting for preliminary working capital adjustments.

A significant portion of the sale proceeds, approximately $1.3 billion, was used to fully repay the company's 2000 Credit Facility immediately following the closing of the CCUK sale.

CCUK's cash and cash equivalents, which totaled $39.8 million as of June 30, 2004, have been reclassified as assets of discontinued operations in Crown Castle's historical consolidated balance sheets. This reflects that these assets are no longer part of the ongoing business operations.