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EXCHANGE ACT OF 1934
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SPECTRASITE HOLDINGS, INC.
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May 17, 2002
To the Stockholders of SpectraSite Holdings, Inc.
This notice is to inform you that the Annual Meeting of
Stockholders of SpectraSite Holdings, Inc. (the "Company"), originally scheduled
to be held on May 28, 2002, has been postponed. A new Annual Meeting date and
record date will be announced when they are determined. You will receive revised
proxy materials regarding the Company's 2002 Annual Meeting originally sent to
you on or about April 19, 2002.
A copy of the press release announcing the postponement of the
Annual Meeting is attached to this notice.
Sincerely,
/s/ Stephen Clark
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Stephen H. Clark
PRESIDENT AND CHIEF EXECUTIVE OFFICER
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CONTACTS: Tabitha Zane
SpectraSite
919-466-5492
tabitha.zane@spectrasite.com
SPECTRASITE TO POSTPONE ANNUAL MEETING
CARY, NC, MAY 16, 2002 - SpectraSite Holdings, Inc. (NASDAQ: SITE), one of the
largest wireless tower operators in the United States, today announced that it
will postpone its Annual Meeting of Stockholders, originally scheduled for May
28, 2002, in light of the following significant transactions announced earlier
today:
1. Welsh, Carson, Anderson & Stowe (WCAS) entered into a Funding
Agreement with the Company pursuant to which WCAS will, subject to certain
conditions, provide the Company with up to $350 million in new financing in
return for 12 7/8% convertible Term Notes;
2. the Company will use up to $340 million of the proceeds from the
WCAS financing to repurchase certain of its senior notes through a "Modified
Dutch Auction" and $10 million of the proceeds to refinance a portion of its
senior credit facility; and
3. the Company has entered into agreements with Cingular Wireless to
terminate its build-to-suit contract and, subject to certain conditions, to
transfer the Company's sublease interests in 545 SBC Communications' towers to
Cingular. In addition, the Company has modified its agreement with SBC to,
subject to certain conditions, reduce its future sublease commitment by 187
towers.
ABOUT SPECTRASITE COMMUNICATIONS, INC.
SpectraSite Communications, Inc. (www.spectrasite.com), based
in Cary, North Carolina, is one of the largest wireless tower operators in the
United States. The Company also is a leading provider of outsourced services to
the wireless communications and broadcast industries in the United States and
Canada. At March 31, 2002, SpectraSite owned or managed approximately 20,000
sites, including 8,015 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.