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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 (Date of earliest event reported): July 22, 1999
Crown Castle International Corp.
(Exact Name of Registrant as Specified in its Charter)
Delaware 0-24737 76-0470458
(State or Other (Commission File (IRS Employer
Jurisdiction of Number) Identification
Incorporation) Number)
510 Bering Drive
Suite 500
Houston, TX 77057
(Address of Principal Executive Office)
Registrant's telephone number, including area code: (713) 570-3000
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This document includes "forward-looking" statements within the meaning of
Section 27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934. Other than statements of historical fact, all statements
regarding industry prospects, the consummation of the transactions described in
this document and the Company's expectations regarding the future performance of
its businesses and its financial position are forward-looking statements. These
forward-looking statements are subject to numerous risks and uncertainties.
Item 5. Other Events
Crown Castle International Corp. ("CCIC") announced today that
TeleDiffusion de France International S.A. ("TdF") exercised its preemptive
right to purchase 8,351,791 shares of CCIC common stock at $16.80 per share
relating to the May 1999 offering of common stock by CCIC, pursuant to the
Governance Agreement among CCIC, TdF and Digital Future Investments B.V., dated
as of August 21, 1998, filed as an exhibit to CCIC'S Registration Statement on
Form S-4, File No. 333-71715, with the Securities and Exchange Commission on
February 3, 1999. This stock acquisition is in addition to purchases by TdF of
125,066 shares of CCIC common stock at $13.00 per share pursuant to its
preemptive right relating to Castle Transmission Services (Holdings) Ltd's
("CTSH", a majority owned subsidiary of CCIC), acquisition of Millennium
Communications Limited and 5,395,539 shares of CCIC common stock at $12.63 per
share pursuant to its preemptive right relating to CCIC's joint venture with
Cellco Partnership, a Delaware general partnership doing business as Bell
Atlantic Mobile. CCIC has also signed a new Supplemental Agreement to the
Governance Agreement which permits CCIC to acquire, on or after July 1, 1999,
the 20 percent interest of CTSH held by TdF.
Item 7. Financial Statements and Exhibits
(c) Exhibits
Exhibit No. Description
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99.1 Press Release dated July 22, 1999
99.2 Supplemental Agreement to the Governance Agreement among
Crown Castle International corp., TeleDiffusion de France
International S.A., Digital Future Investments B.V., dated
May 17, 1999.
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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 hereunto duly authorized.
Crown Castle International Corp.,
By: /s/ Wessley Cunningham
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Name: Wessley Cunningham
Title: Vice President, Corporate
Controller and Chief Accounting
Officer
Date: July 22, 1999
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EXHIBIT INDEX
Exhibit No. Description
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99.1 Press Release dated July 22, 1999
99.2 Supplemental Agreement to the Governance Agreement among Crown
Castle International corp., TeleDiffusion de France International
S.A., Digital Future Investments B.V., dated May 17, 1999.
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