<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934.
Date of Report August 18, 1999
SBA COMMUNICATIONS CORPORATION
------------------------------
(Exact name of registrant as specified in its charter)
<TABLE>
<CAPTION>
<S> Florida <C> 333-50219 <C> 65-0716501
- ------------------------------------------------------------------------------------------------------------------------------------
(State or other jurisdiction of incorporation or organization) Commission File Number (I.R.S. Employer Identification No.)
One Town Center Road, Boca Raton, Florida 33486
- ------------------------------------------------------------------------------------------------------------------------------------
(Address of principal executive offices) (Zip code)
(561) 995-7670
- ------------------------------------------------------------------------------------------------------------------------------------
(Registrant's telephone number, including area code)
</TABLE>
<PAGE>
Item 5 Other Events
SBA Communications Corporation announced that it had entered into
definitive agreements (the "Agreements") to acquire 56 wireless
communication towers from Horizon Telcom, Inc. ("Horizon") and to
provide, in specified regions, exclusive site acquisition,
development, collocation, build-to-suit and equipment installation
services, for Horizon Personal Communications and its affiliates
("HPC"), a wholly owned subsidiary of Horizon. HPC is a Sprint PCS
Network Member and under the Horizon PCS name manages Sprint markets
in Ohio, West Virginia and Kentucky.
The Agreements provide that SBA will pay $16.6 million (representing
approximately 16.8 times run rate tower cash flow at acquisition) in
cash for the existing towers which are located in Ohio, Kentucky, and
West Virginia. HPC will lease space on these acquired towers under ten
year leases with initial rent at $1,800 per month, with subsequent
rent escalators and renewal options. Under the services agreement,
SBA, in specified regions, shall have the right to build for SBA's
ownership any new tower required by HPC in its network development.
HPC and SBA estimate that the Agreements will cover the location of as
many as 300 antenna sites by HPC through December 31, 2001, with the
number of such sites being newly-built towers ranging from 100 to 200.
HPC will be the anchor tenant on the towers built and owned by SBA at
monthly rents of either $1,200 or $1,300, with subsequent rent
escalators, for an initial term of 5 years with renewal options. SBA
will provide site acquisition, collocation, and installation
services for HPC equipment under the Agreements. The Agreements also
contemplate the provision of certain services by HPC in exchange for
fees from SBA, and the obligation by HPC under certain circumstances
to lease space on other SBA towers. Territories in which the services
will be provided include West Virginia, Ohio, Tennessee, and,
potentially, certain other markets. The Agreements are subject to due
diligence and other contingencies and are anticipated to be
consummated in the fourth quarter of 1999.
Item 7 Financial Statements and Exhibits
(c) Exhibits
99.1 Press release dated August 17, 1999
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
August 18, 1999 /s/ Jeffrey A. Stoops
----------------------
Jeffrey A. Stoops
Chief Financial Officer
<PAGE>
NEWS
For additional information:
Jeffrey A. Stoops
Chief Financial Officer
(561) 995-7670
FOR IMMEDIATE RELEASE
---------------------
SBA COMMUNICATIONS CORPORATION TO ACQUIRE TOWERS AND ENTER BUILD TO SUIT
AGREEMENT WITH HORIZON TELCOM
BOCA RATON, FLORIDA; August 16, 1999: SBA Communications Corporation (NASDAQ:
SBAC) today announced that it had entered into definitive agreements (the
"Agreements") to acquire 56 wireless communication towers from Horizon Telcom,
Inc. ("Horizon") and to provide, in specified regions, exclusive site
acquisition, development, collocation, build-to-suit and equipment installation
services, for Horizon Personal Communications and its affiliates ("HPC"), a
wholly owned subsidiary of Horizon. Horizon, which is based in Chillicothe,
Ohio, is a facilities-based telecommunications carrier that provides a variety
of voice and data services to commercial, residential/small business and local
market segments. HPC is a Sprint PCS Network Member and under the Horizon PCS
name manages Sprint markets in Ohio, West Virginia and Kentucky.
The Agreements provide that SBA will pay $16.6 million (representing
approximately 16.8 times run rate tower cash flow at acquisition) in cash for
the existing towers which are located in Ohio, Kentucky, and West Virginia. HPC
will lease space on these acquired towers under ten year leases with initial
rent at $1,800 per month, with subsequent rent escalators and renewal options.
Under the services agreement, SBA, in specified regions, shall have the right to
build for SBA's ownership any new tower required by HPC in its network
development. HPC and SBA estimate that the Agreements will cover the location of
as many as 300 antenna sites by HPC through December 31, 2001, with the number
of such sites being newly-built towers ranging from 100 to 200. HPC will be the
anchor tenant on the towers built and owned by SBA at monthly rents of either
$1,200 or $1,300, with subsequent rent escalators, for an initial term of 5
years with renewal options. SBA will provide site acquisition, collocation,
and installation services for HPC equipment under the Agreements. The
Agreements also contemplate the provision of certain services by HPC in exchange
for fees from SBA, and the obligation by HPC under certain circumstances to
lease space on other SBA towers. Territories in which the services will be
provided include West Virginia, Ohio, Tennessee, and, potentially, certain
other markets. The Agreements are subject to due diligence and other
contingencies and are anticipated to be consummated in the fourth quarter of
1999.
"We are very excited to team up with Horizon Personal Communications and to be
part of the continuing growth of its markets", said Steve Bernstein, CEO and
President of SBA. "Horizon is one of the first Sprint PCS affiliates and is
aggressively increasing its coverage in both its core and adjacent markets.
Horizon is or will be one of the first PCS carriers to deploy in its markets,
and we are excited to have a primary turn-key role in the growth of Horizon's
network. " Bill McKell, President of Horizon Personal Communications, indicated,
"This transaction is pivotal to Horizon. With it, Horizon is able to expand its
wireless service area and focus its resources on gaining and providing quality
service to our current and future PCS customers. SBA's financial package,
expertise in tower site acquisition, development and construction, and
operational culture made them the best partner for our continuing network build
out."
<PAGE>
SBA is a leading independent owner and operator of wireless communications
infrastructure in the United States. SBA's primary focus is the construction of
new towers and acquisition of existing towers for its own account. Since it was
founded in 1989, SBA has participated in the development of over 10,000 antenna
sites in the United States. SBA currently owns approximately 790 towers and has
over 600 tower projects under various stages of development throughout the
nation.
Information Concerning Forward-Looking Statements
Some information in this release is forward looking. These forward-looking
statements may be affected by the risks and uncertainties in the company's
business. This information is qualified in its entirety by cautionary
statements and risk factors disclosure contained in certain of the company's
Securities and Exchange Commission filings. The company wishes to caution
readers that certain important factors may have affected and could in the future
affect the company's actual results and could cause the company's actual results
for subsequent periods to differ materially from those expressed in any forward-
looking statement made by or on behalf of the company. The company undertakes
no obligation to update forward-looking statements to reflect events or
circumstances after the date hereof.
