Conversion Right Triggered on SBA Communications' 4.0% Convertible Senior Notes (CUSIP# 78388J AN6), 1.875% Convertible Senior
2012年10月5日 - 6:01AM
SBA Communications Corporation (Nasdaq:SBAC) ("SBA") today
announced that SBA's 4.0% Convertible Senior Notes due 2014 (the
"4.0% Notes") and SBA's 1.875% Convertible Senior Notes due 2013
(the "1.875% Notes") are convertible by holders of the notes.
Pursuant to the terms of the Indentures that govern the 4.0% Notes
and the 1.875% Notes, SBA has the right, from time to time, to
elect to satisfy its conversion obligation under the 4.0% Notes and
the 1.875% Notes in shares of SBA's Class A common stock, cash or a
combination, and that election is effective until SBA provides
notice of a different method of settlement. Upon issuance of both
the 4.0% Notes and the 1.875% Notes, SBA elected to settle such
notes in shares of SBA's Class A common stock and those elections
are still in effect.
The conversion right for the 4.0% Notes has been triggered
because SBA's Class A common stock closing price per share exceeded
$39.49 for at least 20 trading days during the 30 consecutive
trading day period ending on September 30, 2012. The 4.0% Notes
will continue to be convertible until December 31, 2012, and may be
convertible thereafter, if one or more of the conversion conditions
specified in the Indenture, dated as of April 24, 2009, by and
between SBA and U.S. Bank National Association is satisfied during
future measurement periods. Pursuant to Section 10.01 of this
Indenture, a holder who elects to convert the 4.0% Notes will
receive 32.9164 shares of SBA's Class A common stock per $1,000
principal amount of notes. Pursuant to Section 10.02 of this
Indenture, these shares will be delivered 50 trading days after the
holder delivers its notice of conversion, unless a settlement
period market disruption event (as defined in the Indenture) occurs
during this period.
The conversion right for the 1.875% Notes has been triggered
because SBA's Class A common stock closing price per share exceeded
$53.90 for at least 20 trading days during the 30 consecutive
trading day period ending on September 30, 2012. The 1.875% Notes
will continue to be convertible until December 31, 2012, and may be
convertible thereafter, if one or more of the conversion conditions
specified in the Indenture, dated as of May 16, 2008, by and
between SBA and U.S. Bank National Association is satisfied during
future measurement periods. Pursuant to Section 10.01 of this
Indenture, a holder who elects to convert the 1.875% Notes will
receive 24.1196 shares of SBA's Class A common stock per $1,000
principal amount of notes. Pursuant to Section 10.02 of the
this Indenture, these shares will be delivered 50 trading days
after the holder delivers its notice of conversion, unless a
settlement period market disruption event (as defined in the
Indenture) occurs during this period.
U.S. Bank National Association is the Trustee for the holders of
both the 4.0% Notes and the 1.875% Notes and Conversion Agent under
both Indentures. All questions relating to the mechanics of the
conversion for the notes should be directed to Lori Buckles at U.S.
Bank National Association, telephone number: 651-495-3520 and
address: U.S. Bank, 60 Livingston Avenue, St. Paul, Minnesota,
55107.
This press release is only a summary of certain provisions of
the 4.0% Notes and the 1.875% Notes and the relevant Indentures. A
complete explanation of the conversion rights of holders of the
4.0% Notes and the 1.875% Notes, as well as the procedures required
to convert either the 4.0% Notes or the 1.875% Notes, is set forth
in the relevant Indenture. All holders are urged to review the
conversion provisions contained in the 4.0% Notes and the 1.875%
Notes, as applicable, and the relevant Indentures in their
entirety.
About SBA Communications Corporation
SBA Communications Corporation is a first choice provider and
leading owner and operator of wireless communications
infrastructure in North and Central America. By "Building Better
Wireless", SBA generates revenue from two primary businesses - site
leasing and site development services. SBA's primary focus is the
leasing of antenna space on its multi-tenant towers to a variety of
wireless service providers under long-term lease
contracts. For more information please visit:
www.sbasite.com
CONTACT: Mark DeRussy, CFA
Capital Markets
561-226-9531
Lynne Hopkins
Media Relations
561-226-9431
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