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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 February 4, 2000
SBA COMMUNICATIONS CORPORATION
(Exact name of registrant as specified in its charter)
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<S> <C>
Florida 333-50219 65-0716501
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(State or other jurisdiction of Commission File Number (I.R.S. Employer Identification No.)
incorporation or organization)
One Town Center Road, Boca Raton, Florida 33486
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(Address of principal executive offices) (Zip code)
(561) 995-7670
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(Registrant's telephone number, including area code)
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Item 2 Other Events
SBA Communications Corporation announced that it has priced
its offering of Class A Common Stock. Immediately prior to
pricing, the Company filed an amendment to its Registration
Statement increasing the number of shares that would be
offered by SBA from 6,000,000 shares to 9,000,000 shares of
its Class A common stock plus up to 15% of additional shares
that may be offered by certain shareholders to cover any
over-allotments.
The price of the Class A common stock was set at $27.00 per
share.
Net proceeds from the offering will be used by the Company to
repay a portion of outstanding debt, to finance the
construction and acquisition of towers or related businesses,
and for general working capital purposes. The Company will not
receive the proceeds from any sale of shares by the selling
shareholders.
The offering was underwritten by Lehman Brothers, Deutsche
Banc Alex. Brown, Salomon Smith Barney Inc., Raymond James
& Associates, Inc. and Fidelity Capital Markets, a
division of National Financial Services Corporation.
Copies of a prospectus for the offering may be obtained from
the Prospectus Department of Lehman Brothers.
Item 7 Financial Statements and Exhibits
(c) Exhibits
99.1 Press release dated January 28, 2000
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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.
February 4, 2000 /s/ Jeffrey A. Stoops
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Jeffrey A. Stoops
Chief Financial Officer
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[SBA LOGO]
NEWS
For additional information:
Jeffrey A. Stoops
Chief Financial Officer
(561) 995-7670
FOR IMMEDIATE RELEASE
SBA PRICES OFFERING OF 9,000,000 SHARES OF CLASS A COMMON STOCK
BOCA RATON, FLORIDA, January 28, 2000 (NASDAQ: SBAC) - SBA Communications
Corporation announced that it has priced its offering of Class A Common Stock.
Immediately prior to pricing, the Company filed an amendment to its Registration
Statement increasing the number of shares that would be offered by SBA from
6,000,000 shares to 9,000,000 shares of its Class A common stock plus up to 15%
of additional shares that may be offered by certain shareholders to cover any
over-allotments.
The price of the Class A common stock was set at $27.00 per share.
Net proceeds from the offering will be used by the Company to repay a portion of
outstanding debt, to finance the construction and acquisition of towers or
related businesses, and for general working capital purposes. The Company will
not receive the proceeds from any sale of shares by the selling shareholders.
The offering was underwritten by Lehman Brothers, Deutsche Banc Alex. Brown,
Salomon Smith Barney Inc., Raymond James & Associates, Inc. and Fidelity Capital
Markets, a division of National Financial Services Corporation. Copies of a
prospectus for the offering may be obtained from the Prospectus Department of
Lehman Brothers.
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 13,000 antenna
sites in the United States.
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. 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.
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Such factors include, but are not limited to, (1) our ability to secure as many
site leasing tenants as planned; (2) our ability to expand our site leasing
business and our site development business; (3) our ability to complete
construction of new towers on a timely and cost-efficient basis, including our
ability to successfully address zoning issues, carrier design changes, changing
local market conditions and the impact of adverse weather conditions; (4) our
ability to identify and acquire new towers, including our capability to timely
complete due diligence and obtain third party consents; (5) our ability to
retain current lessees on newly acquired towers; (6) our ability to realize
economies of scale for newly acquired towers; (7) the continued dependence on
towers by the wireless communications industry; (8) our ability to compete
effectively for new tower opportunities in light of increasing competition; and
(9) our ability to raise substantial additional financing to expand our tower
holdings. The Company undertakes no obligation to update forward-looking
statements to reflect events or circumstances after the date hereof. Information
concerning the factors that could cause actual results to differ materially from
those expectations and estimates are contained in the Risk Factors section of
the Company's Registration Statement on Form S-3, filed with the SEC in
connection with this offering, and the Company's other securities filings.
For further information, please contact Jeffrey A. Stoops, Chief Financial
Officer, at 561-995-7670.
