EXHIBIT 99.1
------------
[GRAPHIC OMITTED]
[LOGO - SPECTRASITE
GETTING NETWORKS ON AIR]
CONTACT: Investor Relations Department
919-466-5492
investorrelations@spectrasite.com
---------------------------------
SPECTRASITE EMERGES
FROM PRE-ARRANGED CHAPTER 11 RESTRUCTURING
AND COMPLETES TOWER TRANSACTION WITH CINGULAR
CARY, NC, FEBRUARY 10, 2003 - SpectraSite, Inc., one of the largest wireless
tower operators in the United States, announced that its Pre-Arranged Chapter 11
Plan of Reorganization went into effect today. The Plan of Reorganization had
been confirmed by the United States Bankruptcy Court for the Eastern District of
North Carolina on January 28, 2003.
The Company also announced that its SpectraSite Communications subsidiary closed
the previously announced sale of its interest in 545 towers located in
California and Nevada to Cingular. Net proceeds from the sale were $73.5 million
and will be used to repay a portion of the indebtedness outstanding under
SpectraSite Communications' senior credit facility.
As part of the Plan of Reorganization, the Company's legal name has changed from
SpectraSite Holdings, Inc., to SpectraSite, Inc.
Under the Plan of Reorganization, the Company will issue 23.75 million shares of
new common stock. Of this amount, 162,915 shares will be reserved for disputed
unsecured claims. The remainder will be distributed to the holders of the
Company's old senior notes, senior discount notes and senior convertible notes.
To the extent that the reserved shares are not used to satisfy the disputed
unsecured claims, they will also be distributed to holders of the Company's old
notes at a later time.
Holders of the Company's old senior notes, senior discount notes and senior
convertible notes will receive new common stock at the following rates by way of
a mandatory exchange:
SHARES OF NEW
COMMON STOCK PER
$1,000 FACE AMOUNT OF
SERIES CUSIP NOTES
- ----------------------------------- ------------------ ---------------------
10.75% Senior Notes 84760T-AH-3 14.335445
- ----------------------------------- ------------------ ---------------------
12.50% Senior Notes 84760T-AN-0 14.212825
- ----------------------------------- ------------------ ---------------------
12.00% Senior Discount Notes 84760T-AB-6 12.381503
- ----------------------------------- ------------------ ---------------------
11.25% Senior Discount Notes 84760T-AE-0 11.458335
- ----------------------------------- ------------------ ---------------------
12.875% Senior Discount Notes 84760T-AJ-9 10.002228
- ----------------------------------- ------------------ ---------------------
6.75% Senior Convertible Notes 84760T-AK-6 13.828240
- ----------------------------------- ------------------ ---------------------
Also under the Plan of Reorganization, the Company will issue warrants to
purchase 1.25 million shares of new common stock to holders of the Company's old
common stock. Holders of old common stock will receive a warrant to purchase one
share of new common stock for every 132.9266 shares of old common stock that
they
owned as of February 10, 2003. The warrants will have an exercise price of $32
per share and will expire on February 10, 2010. A Letter of Transmittal and
instructions from the Company' agent will be sent in the next few days to
persons who hold certificates representing old common stock regarding the return
of their old common stock certificates in exchange for certificates representing
warrants. Persons who hold old common stock through book-entry accounts will
receive warrants in book-entry form on or about February 11, 2003.
Today is the last day of trading for the old common stock and the old notes.
Under the Plan of Reorganization, the old common stock and the old notes will be
deemed cancelled and of no further force and effect. The new common stock and
warrants are expected to be available for trading on February 11, 2003. The new
common stock has been assigned the ticker symbol SPCSV. The warrants have been
assigned the ticker symbol SPSWV. The new common stock and warrants will
initially trade on a when-issued basis. The extent to which an active trading
market develops is dependent upon the interest of holders and market makers in
trading activity.
The Plan of Reorganization involves only the publicly held debt and equity
securities of SpectraSite, Inc., a holding company without any business
operations of its own. The Company's other creditors and its assets, strategy
and ongoing operations were not affected by the Chapter 11 filing. The Company's
subsidiaries, which are independent legal entities that generate their own cash
flow and have access to their own credit facilities, have continued to operate
normally during the Chapter 11 process.
Further information concerning the Plan of Reorganization and the Chapter 11
process can be found on the Company's website at www.spectrasite.com.
ABOUT SPECTRASITE, INC.
SpectraSite, Inc. (www.spectrasite.com), based in Cary, North Carolina, is one
of the largest wireless tower operators in the United States. At September 30,
2002, SpectraSite owned or managed approximately 20,000 sites, including 7,999
towers primarily in the top 100 markets in the United States. SpectraSite's
customers are leading wireless communications providers and broadcasters,
including AT&T Wireless, ABC Television, Cingular, Nextel, Paxson
Communications, Sprint PCS, Verizon Wireless and Voicestream.
SAFE HARBOR
This press release and oral statements made from time to time by representatives
of the Company may contain "forward-looking statements" concerning SpectraSite's
future expectations, financial and operating projections, plans, strategies and
the trading markets for its securities. These forward-looking statements are
subject to a number of risks and uncertainties. The Company wishes to caution
readers that certain factors may impact the Company's actual results and could
cause results for subsequent periods to differ materially from those expressed
in any forward-looking statements made by or on behalf of the Company. Such
factors include, but are not limited to (i) the interest of market makers and
others in maintaining an active market for SpectraSite's securities, (ii)
SpectraSite's substantial capital requirements and leverage, even after giving
effect to its capital restructuring, (iii) market conditions, (iv) the Company's
dependence on demand for wireless communications and related infrastructure, (v)
competition in the communications tower industry, including the impact of
technological developments and (vi) future regulatory actions and conditions in
its operating areas. These and other important factors are described in more
detail in Item 1a "Risk Factors" of the Company's Annual Report on Form 10-K for
the year ended December 31, 2001 and in the Company's other SEC filings and
public announcements. The Company undertakes no obligation to update
forward-looking statements to reflect subsequently occurring events or
circumstances.
# # #
2