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UNITED STATES
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): May 9, 2002
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 9. Regulation FD Disclosure
On May 9, 2002, the Company issued a press release disclosing its financial
results for first quarter 2002. In the press release, the Company also included
its current guidance through 2004. As revised, the following table sets forth
the Company's current 2002 to 2004 guidance (dollars in millions):
2002 2003 2004
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Site Rental and Broadcast Transmission Revenue $657 - 682 $810 - 840 $950 - 1000
Tower Gross Profit** 405 - 450 510 - 560 620 - 690
Service Gross Profit** 50 - 60 60 - 70 65 - 75
Total G&A 86 - 96 83 - 92 88 - 97
EBITDA 369 - 399 480 - 530 595 - 655
Capital Expenditures*** 350 - 450 350 - 450 250 - 350
Interest Expense 280 - 310 280 - 315 330 - 370
Cash Interest Expense 180 - 200 195 - 220 295 - 325
US tower builds 250 - 350 450 - 550 450 - 550
UK tower builds 450 - 550 450 - 550 350 - 450
** Gross Profit is defined as Net Revenue less Cost of Operations
*** 2002 Capital Expenditures includes $71 million payments to BT in 2002 and 2003
Forward-Looking Statements
This document contains numerous forward-looking statements, based on
management's current beliefs and assumptions. The forward-looking statements
involve expectations, projections and estimates regarding the wireless industry
or Crown Castle International Corp. (including its subsidiaries), including
expectations, projections and estimates regarding: (i) revenues (including site
rental and broadcast transmission revenue), (ii) tower gross profit, (iii)
service gross profit, (iv) general and administrative expenses, (v) EBITDA, (vi)
capital expenditures, (vii) interest expense (including cash interest expense),
and (viii) towers to be built.
Such forward-looking statements are subject to numerous risks, uncertainties
andassumptions, including (i) those relating to the matters described above,
(ii) those included in the Company's filings with the Securities and Exchange
Commission, and (iii) the following:
. Demand for towers and wireless communication sites may be lower or
slower than anticipated for numerous reasons, including reduced
carrier expansion, carrier consolidation, network sharing, technology
development, or RF health concerns
. Demand for wireless communications may be lower or slower than
anticipated for numerous reasons, including slow customer adoption
rates of 2.5/3G and other technologies
. Our strategy may be more difficult to implement than anticipated due
to financial or other reasons, including our significant amount of
indebtedness, or reduced cash flow as a result of reduced revenues or
increased operating costs, interest rates or capital expenditures
Should one or more of these risks materialize, or should any underlying
assumption prove incorrect, actual results may vary materially from those
projected in the forward-looking statements. The Company assumes no obligation
to update publicly any forward-looking statements, whether as a result of new
information, future events or otherwise.
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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/ E. Blake Hawk
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Name: E. Blake Hawk
Title: Executive Vice President
Date: May 13, 2002
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