BOCA RATON, Fla., June 26, 2012 (GLOBE NEWSWIRE) -- SBA Communications
Corporation (Nasdaq:SBAC) ("SBA") announced today it has entered into a
definitive merger agreement with certain affiliates of TowerCo that own
3,252 tower sites in 47 states across the U.S. and Puerto Rico.

The consideration to be paid by SBA will be $1.2 billion in cash and
4.6 million shares of SBA Class A common stock, implying a total
transaction value of $1.45 billion based on SBA's average three-day
closing price of $54.48 as of June 22, 2012. The shares in the
transaction will be subject to certain restrictions on transfer. The
cash consideration shall be paid from a combination of cash on hand,
existing credit facilities and up to $900 million in financing
commitments from J.P. Morgan. The transaction, subject to customary
closing conditions, is expected to close in the fourth quarter of 2012.
Pro forma for the closing of the transaction, SBA expects that its net
debt to annualized adjusted EBITDA ratio will be approximately 7.8x to
8.0x. SBA estimates the TowerCo assets will produce approximately $93
to $95 million in tower cash flow for the full calendar year 2013.

"We are very pleased with the opportunity to acquire the TowerCo
assets," commented Jeffrey A. Stoops, SBA's President and Chief
Executive Officer. "We believe the TowerCo assets are high quality,
well located and have ample capacity for additional tenants. We know
the TowerCo management team well, and have the highest regard for them
as operators. The towers are in excellent shape from a legal, systems
and operational perspective, and will be readily integrated into our
existing portfolio. As was the case with our Mobilitie acquisition
earlier this year, we expect these towers will be in great demand for
the future cell-splitting needs of US wireless carriers, which needs we
anticipate will flow from the continued growth in consumer demand for
wireless data services. We expect this transaction will be immediately
accretive to AFFO per share."

J.P. Morgan acted as financial advisor and Greenberg Traurig, LLP acted
as legal advisor to SBA. Wells Fargo Securities, LLC acted as financial
advisor and Paul, Weiss, Rifkind, Wharton & Garrison LLP acted as legal
advisor to TowerCo.

SBA will host a conference call today, June 26, 2012 at 8:30 AM (ET) to
discuss the transaction. The call may be accessed as follows:


                                                    
  When:                 Tuesday, June 26, 2012      
                                                    
  Time:                 8:30 AM (Eastern)           
                                                    
  Dial-in Number:       (877) 941-8638              
                                                    
  Conference Name:      TowerCo Conference Call     
                                                    
                        June 26, 2012 at 11:00 AM   
                         (ET) through July 10, 2012 
  Replay Available:      at 11:59 PM (ET)           
                                                    
  Replay Number         800-475-6701                
                                                    
  Access Code:          253027                      
                                                    



Information Concerning Forward-Looking Statements

This press release includes forward-looking statements, including
statements regarding the Company's expectations or beliefs regarding
(1) the anticipated successful consummation of the acquisition of
TowerCo, including the timing of such consummation, (2) the number of
towers that will be acquired, (3) the source of funds that will be used
to pay the purchase price, (4) the Company's expectations regarding the
tower cash flow that the TowerCo assets will generate in 2013 and the
overall future performance of the TowerCo towers post-closing, (5) the
financial impact of the acquisition and the related financings on the
Company, including the accretive impact of the transactions to the
Company's adjusted funds from operations per share and the pro forma
impact of the transactions on the Company's net debt to annualized
adjusted EBITDA, (6) the quality and characteristics of the TowerCo
assets, and (7) the expected ease of integration of the TowerCo assets
into the Company's portfolio. These forward-looking statements may be
affected by the risks and uncertainties in the Company's business. This
information is qualified in its entirety by cautionary statements and
risk factor disclosures contained in the Company's Securities and
Exchange Commission filings, including the Company's annual report on
Form 10-K filed with the Commission on February 27, 2012. The Company
wishes to caution readers that certain important factors may have
affected and could in the future affect the Company's actual results
and could cause the Company's actual results for subsequent periods to
differ materially from those expressed in any forward-looking statement
made by or on behalf of the Company. With respect to the Company's
expectations regarding all of these statements, such risk factors
include, but are not limited to: (1) the ability and willingness of
wireless service providers to maintain or increase their capital
expenditures; (2) the Company's ability to secure and retain as many
site leasing tenants as planned at anticipated lease rates; (3) the
impact, if any, of consolidation among wireless service providers; (4)
the Company's ability to realize economies of scale from its tower
portfolio; (5) the Company's ability to comply with covenants and the
terms of its credit instruments; (6) the economic climate for the
wireless communications industry in general and the wireless
communications infrastructure providers in particular and (7) the
continued dependence on towers and outsourced site development services
by the wireless carriers. With respect to its expectations regarding
the ability to close pending tower acquisitions, these factors also
include satisfactorily completing due diligence, the ability and
willingness of each party to fulfill their respective closing
conditions and the availability of cash on hand, borrowing capacity
under the senior credit facility, or shares of the Company's Class A
common stock and the ability of J.P. Morgan to provide committed
capital to pay the anticipated consideration. With respect to the
Company's expectations regarding the TowerCo assets, including 2013
tower cash flow that they will generate, and the financial impact of
the acquisition and related financings on the Company's pro forma
leverage, results of operations and AFFO, these risk factors include
(1) the Company's ability to accurately estimate the future financial
performance of the TowerCo towers based on the diligence conducted
prior to the execution of the agreement, (2) the ultimate cost of the
financings that will be used to fund the acquisition, (3) the Company's
ability to successfully integrate the TowerCo assets, and (4) those
factors that impact the growth of the tower industry in general, which
are set forth in the Company's SEC Filings. This press release will be
available on our website at www.sbasite.com.

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. The primary focus of the Company 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.

About TowerCo

TowerCo is the fifth largest independent tower operating company in the
United States. Founded in 2004 by industry veterans Richard Byrne (CEO)
and Scot Lloyd (COO) along with Tailwind Capital, the Cary, N.C.-based
company meets the infrastructure needs of wireless service providers by
developing, owning and leasing communications towers. TowerCo owns over
3,200 towers and has exclusive contracts to build towers directly for
carriers throughout the United States. Soros Strategic Partners, LP, an
entity managed by Soros Fund Management, LLC, invested in TowerCo in
2005 along with Vulcan Capital and Altpoint Capital Partners, LLC in
2008. For additional information, please visit www.towerco.com.


CONTACT: SBA Contacts:
         
         Mark DeRussy, CFA
         Capital Markets
         561-226-9531
         
         Lynne Hopkins
         Media Relations
         561-226-9431
         
         TowerCo Contact:
         
         Harris Vaughan
         919-616-5791