SBA complete AAT acquisition, tender offer for 9¾% discount notes, 8½% notes

By Angela McDaniels

Seattle, April 27 6 - SBA Communications Corp. completed its acquisition of AAT Communications Corp. for $634 million in cash and 17,059,336 shares of its common stock, according to a company news release.

Additionally, the company said holders of its $261.316 million principal amount at maturity 9¾% senior discount notes due 2011 and SBA Telecommunications Inc.'s $162.5 million 8½% senior notes due 2012 had tendered and submitted consents for 100% of the notes as of Thursday.

The company launched the tender offer and consent solicitation for the notes on March 21. The consent deadline was March 31, and the tender offer expired on Thursday.

The offers were being carried out as part of the company's acquisition of AAT Communications, and the company extended the tender offer from April 20 to coincide with the consummation of the acquisition.

For each $1,000 in principal amount at maturity of 9¾% notes, SBA said it will pay $961.46, which is based on $1,048.75 - the present value of the notes on their first call date, Dec. 15, 2007 - discounted using the 4¼% Treasury note due Nov. 30, 2007 and 50 basis points.

For each $1,000 in principal amount of 8½% notes, the company said it will pay $1,114.30, which is based on $1,042.50 - the present value of the notes on their first call date, Dec. 1, 2008 - discounted using the 3 3/8% Treasury note 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 for those who tendered their securities before the consent deadline.

Pricing was determined at 2 p.m. ET on April 5.

The company added that holders of the 8½% notes will also receive $33.06 for accrued interest up to but excluding the payment date.

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).

Simultaneously with the closing of the AAT acquisition, SBA Senior Finance Inc. entered into a credit agreement for a $1.1 billion term with Deutsche Bank AG as administrative agent and Deutsche Bank Securities Inc. and JP Morgan Securities Inc. as joint lead arrangers and joint bookrunners.

The loan was entered into to fund the cash consideration paid in the AAT acquisition and the purchase price for the notes.

SBA is a Boca Raton, Fla., owner and operator of wireless communications towers.

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