8-KMaterial AgreementsRegulation FDExhibits & Filings

CROWN CASTLE INC. 8-K Report, Material Agreement (Jun 2, 2005)

Filed June 2, 2005For Securities:CCI

Summary

Crown Castle International Corp. (CCI) filed an 8-K on June 2, 2005, to report on a material definitive agreement related to its debt. The company commenced a tender offer to purchase for cash any and all of its outstanding 10¾% Senior Notes due 2011, 9 3/8% Senior Notes due 2011, 7.5% Senior Notes due 2013, and 7.5% Series B Senior Notes due 2013. This tender offer was accompanied by a consent solicitation aimed at amending the indentures governing these notes. The primary purpose of these amendments, as detailed in the First Supplemental Indentures executed on June 1, 2005, is to eliminate substantially all restrictive covenants and certain events of default from the existing agreements. This move is contingent upon the company successfully purchasing at least a majority of the principal amount of each respective series of notes outstanding, excluding those held by the company or its affiliates. The company also announced that it had received the requisite consents to adopt these supplemental indentures.

Key Highlights

  • 1Commenced tender offer for all outstanding 10¾% Senior Notes due 2011, 9 3/8% Senior Notes due 2011, 7.5% Senior Notes due 2013, and 7.5% Series B Senior Notes due 2013.
  • 2Simultaneously solicited consents to amend the indentures governing these notes.
  • 3Executed First Supplemental Indentures on June 1, 2005, to modify the debt agreements.
  • 4Key amendments aim to eliminate substantially all restrictive covenants and certain events of default.
  • 5Effectiveness of amendments is conditioned on purchasing at least a majority of the principal amount for each note series.
  • 6Company announced on June 1, 2005, that it had received the necessary consents for the supplemental indentures.
  • 7The filing includes the supplemental indentures and a press release as exhibits.

Frequently Asked Questions

The main purpose is to allow Crown Castle to eliminate substantially all restrictive covenants and certain events of default from its existing senior note indentures. This provides the company with greater financial flexibility.

The filing affects the following outstanding notes: 10¾% Senior Notes due 2011, 9 3/8% Senior Notes due 2011, 7.5% Senior Notes due 2013, and 7.5% Series B Senior Notes due 2013.

No, the amendments will only become effective once Crown Castle purchases at least a majority of the principal amount outstanding for each respective series of notes, excluding notes held by the company or its affiliates.

Yes, the company announced on June 1, 2005, that it had received the requisite consents to adopt each of the First Supplemental Indentures.