May 16, 2006

Wireless backhaul transporters FiberTower Corp. and First Avenue Networks said they plan to merge in an all-stock deal worth about $1.5 billion.

First Avenue said it will issue approximately 74 million shares of its common stock to FiberTower shareholders, giving them a combined stake of 51 percent in the new company to be named FiberTower Corp.

The new company will have an installed base in 12 markets with more than 1000 sites, and the companies said that while their respective networks and operations are complementary, they will have little overlap once combined.

Furthermore, the companies said they will have nationwide spectrum holdings in 24 GHz, 39 GHz and common carrier bands, along with customer relationships with five of the top 10 major U.S. cellular carriers.

“Combining First Avenue’s spectrum assets with our operational expertise, customer contracts and relationships with leading tower companies, positions the merged company to increase its speed to market and have a larger impact for our customers,” stated Scott Brady, chief executive officer of FiberTower.

“This will enable us to go deeper in our existing markets and broaden our reach to new markets.”

The deal is expected to close by the end of the third quarter with First Avenue Networks’ CEO Michael Gallagher serving as head of the new company.

Source: RCR