SBA tenders for any and all 9¾% senior discount notes, 8½% notes

By Jennifer Chiou

New York, March 21 - SBA Communications Corp. announced the launch of a tender offer for any and all of its $221.5 million of 9¾% senior discount notes due 2011 and its $162.5 million of 8½% senior notes due 2012.

The 9¾% notes were co-issued by wholly owned subsidiary SBA Telecommunications, Inc.

The Boca Raton, Fla., owner and operator of wireless communications towers is also soliciting consents to amend the note indenture, eliminating all restrictive covenants and certain events of default.

The offers are being carried out as part of SBA's acquisition of AAT Communications Corp.

The consent deadline is 5 p.m. ET on March 31. The offers are set to expire at midnight ET on April 17, unless extended.

For each $1,000 in principal amount at maturity of 9¾% notes, SBA said it will pay $1,048.75 - the present value of the notes on their first call date, Dec. 15, 2007 - discounted using the 4¼% Treasury due Nov. 30, 2007 and 50 basis points.

For each $1,000 in principal amount of 8½% notes, the company said it will pay $1,042.50 - the present value of the notes on their first call date, Dec. 1, 2008 - discounted using the 3 3/8% Treasury due Dec. 15, 2008 and 50 bps.

The payouts include a consent payment of $30.00 for each $1,000 principal amount at maturity or principal amount of notes for those who tender their securities before the consent deadline.

The company added that holders of the 8½% notes will also receive accrued interest up to but excluding the payment date.

Pricing will be determined at 2 p.m. ET on the 10th business day before the expiration date.

Also, if the expiration date for the 9¾% notes' offer is extended after the price determination date, noteholders will receive an additional tender offer consideration.

The company said that the aggregate principal amount at maturity of the 9¾% notes is $261.316 million.

The offers are conditioned upon the completed acquisition of AAT, required financing and the receipt of tenders from holders of a majority of the notes.

SBA added it intends to use a portion of the proceeds of a $1.1 billion bridge financing commitment to fund the offers.

Deutsche Bank Securities Inc. (call collect 212 250-5655) and J.P. Morgan Securities Inc. (866 834-4666) are the joint dealer managers and solicitation agents.

D.F. King & Co., Inc. is the information agent (call collect 212 269-5550 or 800 431-9645).

On Oct. 11, the company had announced plans to partially redeem the 9¾% notes and 8½% notes on Nov. 7.

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