EXHIBIT 99.1
American Tower Contacts: Joseph L. Winn, Chief Financial Officer
or Emily Farina, Director of Investor Relations
Telephone: (617) 375-7500
OmniAmerica Contacts: Mark Semer or Roy Winnick
Kekst and Company, Telephone: (212) 521-4800
FOR IMMEDIATE RELEASE
AMERICAN TOWER CORPORATION AND OMNIAMERICA, INC.
COMPLETE MERGER
Boston, Massachusetts and Albuquerque, New Mexico - February 25, 1999 - American
Tower Corporation (NYSE: AMT) and OmniAmerica, Inc. (NASDAQ: XMIT) announced
today that they have completed their previously announced merger transaction.
American Tower issued approximately 16.7 million shares of Class A Common Stock
to OmniAmerica stockholders and assumed OmniAmerica's outstanding debt.
Consideration for the merger also included the assumption of approximately 1.0
million shares of OmniAmerica employee stock options. Shares of OmniAmerica
common stock ceased trading effective today. In addition, Jack D. Furst,
Chairman of OmniAmerica and a Partner of Hicks, Muse, Tate & Furst Incorporated,
OmniAmerica's largest shareholder, will join the Board of Directors of American
Tower.
Credit Suisse First Boston acted as financial advisor to American Tower
Corporation in this transaction, and BT Wolfensohn acted as financial advisor to
OmniAmerica, Inc.
American Tower is a leading independent owner and operator of broadcast and
wireless communications sites in the United States and, giving effect to pending
transactions, will operate more than 3,200 towers in 44 states and the District
of Columbia. Based in Boston, the Company has a national footprint with regional
hubs in Boston, Albuquerque, Atlanta, Chicago, Houston and San Francisco.
This press release contains "forward-looking statements" concerning
future expectations, plans or strategies that involve a number of risks
and uncertainties. The Company wishes to caution readers that certain
factors may have affected the Company's actual results and could cause
results for subsequent periods to differ materially from those
expressed in any forward-looking statement made by or on behalf of the
Company. Such factors include, but are not limited to (i) substantial
capital requirements and leverage principally as a consequence of its
ongoing acquisitions and construction activities, (ii) dependence on
demand for wireless communications and implementation of digital
television, (iii) the success of the Company's' tower construction
program and (iv) the successful operational integration of the
Company's businesses acquisitions. The Company undertakes no obligation
to update forward-looking statements to reflect subsequently occurring
events or circumstances.
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116 Huntington Avenue, Boston, Massachusetts 02116 617-375-7500 FAX 617-375-7575