Free Writing Prospectus - Filing Under Securities Act Rules 163/433 (fwp)
April 01 2020 - 6:05AM
Edgar (US Regulatory)
Issuer Free Writing Prospectus
Filed Pursuant to Rule 433
Registration No. 333-223921
March 31, 2020
Crown
Castle International Corp.
$750,000,000 3.300% Senior Notes due 2030
$500,000,000 4.150% Senior Notes due 2050
March 31, 2020
Pricing Term Sheet
The information in this pricing term sheet supplements the Issuers Preliminary Prospectus Supplement, dated March 31, 2020, and supersedes the
information in the Preliminary Prospectus Supplement to the extent it is inconsistent with the information contained therein. This pricing term sheet is qualified in its entirety by reference to the Preliminary Prospectus Supplement. Financial
information presented in the Preliminary Prospectus Supplement or incorporated by reference therein is deemed to have changed to the extent affected by the changes described herein. This pricing term sheet should be read together with the
Preliminary Prospectus Supplement, including the documents incorporated by reference therein, and the accompanying prospectus dated March 26, 2018 before making a decision in connection with an investment in the securities. Capitalized terms
used in this pricing term sheet but not defined have the meanings given to them in the Preliminary Prospectus Supplement.
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Issuer:
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Crown Castle International Corp.
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Security
Description:
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3.300%
Senior Notes due 2030 (the 2030 Notes)
4.150% Senior Notes due 2050 (the 2050
Notes)
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Ratings
(Moodys / S&P / Fitch)*:
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Baa3/ BBB- / BBB
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Distribution:
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SEC-registered
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Aggregate
Principal Amount:
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2030
Notes: $750,000,000
2050 Notes: $500,000,000
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Gross
Proceeds:
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2030
Notes: $743,842,500
2050 Notes: $494,500,000
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Maturity
Date:
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2030
Notes: July 1, 2030
2050 Notes: July 1, 2050
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Coupon:
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2030
Notes: 3.300%
2050 Notes: 4.150%
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Benchmark
Treasury:
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2030
Notes: 1.500% due February 15, 2030
2050 Notes: 2.375% due November 15, 2049
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Benchmark
Treasury Price and Yield:
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2030
Notes: 107-21+; 0.696%
2050 Notes:
124-17+; 1.365%
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Spread to
Benchmark Treasury:
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2030
Notes: T + 270 basis points
2050 Notes: T + 285 basis points
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Price to
Public:
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2030
Notes: 99.179% of principal amount
2050 Notes: 98.900% of principal amount
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Yield to
Maturity:
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2030
Notes: 3.396%
2050 Notes: 4.215%
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Interest
Payment Dates:
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2030
Notes: January 1 and July 1, commencing July 1, 2020
2050 Notes: January 1 and July 1,
commencing July 1, 2020
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Record
Dates:
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2030 Notes: June 15 and
December 15
2050 Notes: June 15 and December 15
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Make-Whole Call:
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2030 Notes: Prior to April 1, 2030 (three
months prior to the maturity date of the 2030 Notes), at greater of par and make-whole at discount rate of Treasury plus 45 basis points
2050 Notes: Prior
to January 1, 2050 (six months prior to the maturity date of the 2050 Notes), at greater of par and make-whole at discount rate of Treasury plus 45 basis points
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Par
Call:
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2030 Notes: At any time on or after
April 1, 2030 (three months prior to the maturity date of the 2030 Notes)
2050 Notes: At any time on or after January 1, 2050 (six months prior
to the maturity date of the 2050 Notes)
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Trade
Date:
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March 31, 2020
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Settlement Date:
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April 3, 2020 (T+3)
We expect to deliver the Notes against payment for the Notes on the third business day
following the pricing of the Notes (T+3). Under Rule 15c6-1 of the Exchange Act, trades in the secondary market generally are required to settle in two business days, unless the parties to a trade
expressly agree otherwise. Accordingly, purchasers who wish to trade Notes on the date of pricing will be required, by virtue of the fact that the Notes initially will settle in T+3, to specify alternative settlement arrangements to prevent a failed
settlement.
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Use of
Proceeds:
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We expect to receive net proceeds of
approximately $1.225 billion from the sale of the Notes to the underwriters, after deducting the underwriting discount and estimated offering expenses payable by us.
We intend to use the net proceeds from this offering to repay outstanding indebtedness under the Revolver.
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CUSIP:
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2030 Notes: 22822V AR2
2050 Notes: 22822V AQ4
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ISIN:
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2030 Notes: US22822VAR24
2050 Notes: US22822VAQ41
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Denominations/Multiple:
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$2,000 x $1,000
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Joint
Book-Running Managers:
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BofA Securities, Inc.
Morgan Stanley & Co. LLC
Barclays Capital Inc.
BNP Paribas Securities Corp.
Citigroup Global Markets Inc.
Commerz Markets LLC
Credit Agricole Securities (USA) Inc.
Deutsche Bank Securities
Inc.
Fifth Third Securities, Inc.
J.P. Morgan Securities
LLC
Mizuho Securities USA LLC
MUFG Securities Americas
Inc.
PNC Capital Markets LLC
RBC Capital Markets, LLC
Scotia Capital (USA) Inc.
SG Americas Securities, LLC
SMBC Nikko Securities America, Inc.
SunTrust Robinson Humphrey,
Inc.
TD Securities (USA) LLC
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Co-Managers:
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Citizens Capital Markets, Inc.
U.S. Bancorp Investments, Inc.
Wells Fargo Securities,
LLC
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* A securities rating is not a recommendation to buy, sell, or hold securities and should be evaluated independently of any
other rating. The rating is subject to revision or withdrawal at any time by the assigning rating organization.
The issuer has filed a registration
statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more
complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will
arrange to send you the prospectus if you request it by calling BofA Securities, Inc. at 1-800-294-1322 and Morgan
Stanley & Co. LLC at 1-866-718-1649.
This pricing term sheet does not constitute an offer to sell, or a solicitation of an offer to buy any security in any state or jurisdiction in which such
offer, solicitation or sale would be unlawful.
Any disclaimer or other notice that may appear below is not applicable to this communication and should
be disregarded. Such disclaimer or notice was automatically generated as a result of this communication being sent by Bloomberg or another email system.
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