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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): November 19, 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
On November 19, 1999, Crown Castle International Corp. ("CCIC") consummated
the private placement of 200,000 shares of its Series A 8-1/4% Cumulative
Convertible Redeemable Preferred Stock, liquidation preference $1,000 per share
(the "Shares"), and warrants to purchase 1,000,000 shares of its Common Stock
(the "Warrants") to SFG-P INC., a wholly owned subsidiary of GE Capital ("GE")
for aggregate gross proceeds of $200,000,000. The Shares are convertible on
demand by GE into shares of CCIC's Common Stock based upon a conversion rate of
the liquidation preference of each Share divided by $26.875. The conversion
rate is subject to adjustment due to the occurrence of certain events specified
in the Certificate of Designations that outlines the terms of the Shares.
Item 7. Financial Statements and Exhibits
(c) Exhibits
Exhibit No. Description
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3.1 Certificate of Designations, Preferences and Relative,
Participating, Optional and Other Special Rights of
Preferred Stock and Qualifications, Limitations and
Restrictions thereof of Series A and Series B Cumulative
Convertible Redeemable Preferred Stock of Crown Castle
International Corp. filed with the Secretary of State of the
State of Delaware on November 19, 1999
99.1 Deposit Agreement among Crown Castle International Corp.,
the United States Trust Company of New York and SFG-P INC.
dated November 19, 1999
99.2 Registration Rights Agreement among Crown Castle
International Corp., the United States Trust Company of New
York and SFG-P INC. dated November 19, 1999
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99.3 Warrant Agreement between Crown Castle International Corp.
and the United States Trust Company of New York dated
November 19, 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/ Wesley D. Cunningham
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Name: Wesley D. Cunningham
Title: Senior Vice President,
Corporate Controller and
Chief Accounting Officer
Date: December 13, 1999
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EXHIBIT INDEX
Exhibit No. Description
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3.1 Certificate of Designations, Preferences and Relative,
Participating, Optional and Other Special Rights of
Preferred Stock and Qualifications, Limitations and
Restrictions thereof of Series A and Series B Cumulative
Convertible Redeemable Preferred Stock of Crown Castle
International Corp. filed with the Secretary of State of the
State of Delaware on November 19, 1999
99.1 Deposit Agreement among Crown Castle International Corp.,
the United States Trust Company of New York and SFG-P INC.
dated November 19, 1999
99.2 Registration Rights Agreement among Crown Castle
International Corp., the United States Trust Company of New
York and SFG-P INC. dated November 19, 1999
99.3 Warrant Agreement between Crown Castle International Corp.
and the United States Trust Company of New York dated
November 19, 1999
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