February 28, 2012 7:30 PM

5 Law Firms Grab Roles on SBA’s $1.1 Billion Cell Tower Purchase

Posted by Brian Baxter

Goodwin Procter, Greenberg Traurig, Paul, Weiss, Rifkind, Wharton GarrisonSimpson Thacher Bartlett, and Snell Wilmer are advising on a $1.09 billion cash and stock acquisition by SBA Communications of 2,300 cell towers in the United States and Central America from private equity–owned Mobilitie.

The deal represents the latest major telecommunications sector transaction since the December collapse of ATT’s $39 billion bid for Deutsche Telekom’s T-Mobile USA.

SBA has turned to Greenberg Traurig corporate partner Kara MacCullough in Fort Lauderdale for outside counsel on the deal that was announced last week. The company will put up $850 million in cash and 5.25 million Class A shares to fund the transaction.

MacCullough has previously advised Boca Raton, Florida–based SBA on its $1 billion cash and stock acquisition of AAT Communications in 2006, and has had a hand in more than $5 billion in public and private equity and debt offerings, according to her bio on Greenberg’s Web site.

SBA’s general counsel is Thomas Hunt, while former associate general counsel Neil Seidman serves as the company’s vice president of MA. George Krouse, a former head of the corporate practice at Simpson before retiring in 2007 after 37 years at the firm, was appointed to SBA’s board in 2009.

Simpson MA partner Mario Ponce and banking and credit partner Alan Brenner are representing Barclays and JPMorgan Chase as lenders and financial advisers to SBA on the purchase of Mobilitie’s towers and other wireless infrastructure assets. The cash being paid by SBA will come from a combination of loans under existing credit facilities and $500 million in new financing commitments from the two banks.

SEC filings by SBA show that Goodwin Procter corporate and private funds partner Robert Fore in Silicon Valley is advising Newport Beach, California–based Mobilitie on the transaction. Mobilitie’s general counsel is Yvonne Schroeder de Orr.

Oaktree Capital Management, the private equity arm of Los Angeles–based Oaktree Capital Group, owns Mobilitie. Paul Weiss corporate partner Kenneth Schneider and real estate partner Mitchell Berg in New York are leading a team from the firm advising Oaktree on the transaction. Todd Molz serves as managing director and general counsel for Oaktree.

Snell Wilmer corporate partner Mark Ziebell in Costa Mesa, California, is representing Orlin Properties, a company that will own some restructured Mobilitie assets, according to SEC filings.

SBA’s purchase of the 2,300 Mobilitie towers comes a little more than two months after five firms advised on a $1 billion deal that saw cell phone tower operator Crown Castle International buy antenna systems from NextG Networks, according to our previous reports.

Elsewhere in telecom sector, the nation’s third-largest wireless carrier, Sprint Nextel, and high-speed Internet access provider Clearwire are discussing a possible merger, according to news reports. The talks picked up after Sprint’s board put a stop to the company’s ongoing negotiations for a takeover of MetroPCS Communications by rejecting a potential deal, according to The New York Times’s DealBook.

Sprint is already the largest shareholder in Clearwire, whose stock price tumbled last week after Google announced it would sell its stake in the suburban Seattle-based company. Lawyers from Winston Strawn were also busy this week advising the successor company to former telecom giant Motorola on a $1.17 billion share buyback from activist investor Carl Icahn, according to our previous reports.

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