SBA Communications buys 79% of 10¼% notes in tender

New York, Dec. 15 - SBA Communications Corp. said it bought $186.5 million or 79% of its 10¼% senior notes due 2009 in its tender offer for the notes, which expired at midnight ET on Dec. 14.

At the previous announcement on Dec. 1, SBA said it had received the necessary noteholder consents to proposed changes in the indenture of the notes as part of its tender offer. It also extended the consent deadline to 5 p.m. ET on Dec. 2, subject to possible further extension, from 5 p.m. ET on Nov. 30.

The company said that as of the previous deadline, holders of 76% of the notes had tendered them and had consented to the proposed amendments, well in excess of the 51% required.

The proposed amendments will become operative when payment is made for tendered notes, which is expected to be promptly after the expiration of the tender offer.

As previously announced, SBA, a Boca Raton, Fla.-based communications antenna tower operator, said on Nov. 16 that it had begun a cash tender offer for any and all of its $236.526 million principal amount of outstanding 10¼% notes and had also begun soliciting noteholder consents to proposed indenture changes that would eliminate substantially all of the restrictive covenants, the merger and consolidation covenant and certain events of default.

The company initially set a consent deadline of 5 p.m. ET on Nov. 30, which was subsequently extended, and said that the offer would expire at midnight ET on Dec. 14, with both deadlines subject to possible extension.

SBA said that holders tendering their notes would be required to also consent to the proposed indenture amendments, and they could not deliver indenture consents without also tendering their notes. It said that adoption of the proposed amendments would require the consent of holders of at least a majority of the outstanding notes.

It said that holders validly tendering their notes by the consent deadline will receive $1,060.75 per $1,000 principal amount, including a $10 per $1,000 principal amount consent payment. Holders tendering their notes after the consent deadline will receive $1,050.75 per $1,000 principal amount and no consent payment. All tendering noteholders will also be paid accrued and unpaid interest up to but excluding the payment date for the notes.

Deutsche Bank Securities Inc. is dealer manager and solicitation agent for the offer (contact Alexandra Barth in High Yield Capital Markets at 212 250-5655). D.F. King & Co. Inc. is the information agent (800 431-9643, bankers and brokers call 212 269-5550).

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