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Cautionary Language Regarding Forward-Looking Statements - page 8 / 28





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The growth rates we believe here are enhanced. We think the value, the relative value here is very fair. It worked out to be a 12% premium to the stock price recently of closing from Global Signal's trading price. We think that's very fair, and we think the combined company in terms of enhancement of the growth opportunities and the ability to serve our customers across this new expanded base is very significant.

Moving on to improved shareholder returns. I think that's probably obvious. As we've talked about here for the last few minutes, again the lower run rates of the company result in lower equity capitalization per tower, if you will. That's also true at the total capital per tower at the enterprise value level. So again, across a given level of revenue growth, we'll drive a substantially higher return to our equity holders and as you know, we've expressed that and focused that based upon recurring cash flow per share and we think we have substantially enhanced the ability to grow recurring cash flow per share.

But, we always look at the "what do you have to believe" analysis. We always think about what do you have to achieve to be nowhere soft. And you've heard me talk about that with many of you over the years. If you want to look at it from the downside protection, think about it this way.

The portfolio we're merging with here today in our judgment has to perform 70% as well as the Crown Castle towers will going forward in our judgment to be nowhere so t, to be break even, 70%. That's a direct function of the lower run rates. Again $1 of revenue coming into that portfolio base creates more change in return than it does across our own. It's fairly straightforward.

Again, 70% is our break even number, but we are much more optimistic than that. We certainly see more opportunity than that. The combined company then if you will frankly you de-risk the recurring cash flow growth rate. 85% approximately of the combined companies' leasing has to occur compared to our own standalone case. So again, from a half full perspective or downside protection, we're very, very comfortable that here we have built in probably more confidence around our long term outlook around growth.

Part of that is (moving on to Page 16) the optimized capital structure. The combined balance sheet of this new company is really a great match, in fact probably couldn't be any better. If you look at the effort that the Global Signal team has gone through and frankly pioneering the whole securitized financing approach for tower portfolios by doing the very first transaction and then their follow on transaction and then our larger $1.9 billion transaction and then finally their $1.5 billion transaction around the Sprint towers, clearly the combined enterprise between the two companies has established this as the preferred method of financing most efficiently these companies going forward.


Crown Castle International

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