8-KMaterial AgreementsRegulation FDExhibits & Filings

CROWN CASTLE INC. 8-K Report, Material Agreement (Dec 5, 2006)

Filed December 5, 2006For Securities:CCI

Summary

Crown Castle International Corp. (CCI) has filed an 8-K report detailing a significant financing event. On November 29, 2006, Crown Castle Towers LLC and certain subsidiaries issued $1.55 billion in Senior Secured Tower Revenue Notes, Series 2006-1. This issuance aims to refinance existing debt and fund potential acquisitions, including the planned acquisition of Global Signal Inc. The notes are secured by the company's tower sites and related revenue streams, with different classes of notes offering varying interest rates and risk profiles. The company has also provided updates on its management and cash management agreements related to these tower assets. The proceeds from these notes are crucial for Crown Castle's strategic growth, particularly its expansion through acquisitions. Investors should note the secured nature of the debt and the company's reliance on tower site cash flows for repayment, as well as the potential for these funds to be used for significant corporate development activities.

Key Highlights

  • 1Completion of $1.55 billion Senior Secured Tower Revenue Notes, Series 2006-1 issuance.
  • 2Proceeds to be used for repaying existing credit facility debt ($1 billion) and for the potential acquisition of Global Signal Inc. or general corporate purposes.
  • 3The notes are issued by Crown Castle Towers LLC and certain subsidiaries, secured by tower sites and related revenues.
  • 4The notes are structured in seven different classes (A-FX, A-FL, B, C, D, E, F, G) with varying interest rates and credit ratings.
  • 5The Guarantor (CC Towers Guarantor LLC) provides a guarantee, but the notes are solely obligations of the Issuers.
  • 6The company is involved in updating management and cash management agreements with new entities joining as 'Owners' and 'Issuers'.
  • 7The notes have a stated maturity date of November 15, 2036, with principal payments generally deferred until after November 15, 2011, unless certain conditions trigger early repayment.

Frequently Asked Questions

The primary purpose of these notes is to refinance approximately $1 billion of outstanding term loan debt and to fund the expected cash portion of the acquisition of Global Signal Inc. If the acquisition does not proceed, the remaining proceeds will be used for general corporate purposes.

The notes are secured by a first priority security interest in all of the Issuers' assignable personal property, space licenses for tower sites, and the revenues generated from these licenses. The equity interests in each of the Issuers and their respective subsidiaries are also pledged as collateral.

The stated maturity date for the Series 2006-1 Notes is November 15, 2036. No principal payments are required before November 15, 2011, unless an Amortization Period is triggered, the Series 2005-1 Notes are not fully repaid by their Anticipated Repayment Date, or certain casualty or condemnation events occur.

No, the notes are guaranteed by CC Towers Guarantor LLC, which is an indirect wholly owned subsidiary of Crown Castle International Corp. and the direct parent of the Issuer Entity. The notes are solely obligations of the Issuers and are not guaranteed by Crown Castle International Corp. or any affiliate other than the Guarantor.