REGISTRATION RIGHTS AGREEMENT
This REGISTRATION RIGHTS AGREEMENT, dated January 29, 2021 (the Agreement), is entered into by and among SBA Communications Corporation, a Florida corporation (the Company), and the several initial purchasers listed in Schedule 1 hereto (the Initial Purchasers).
The Company and the Initial Purchasers are parties to the Purchase Agreement dated January 14, 2021 (the Purchase Agreement), which provides for the sale by the Company to the Initial Purchasers of $1,500,000,000 aggregate principal amount of 3.125% Senior Notes due 2029 of the Company (the Securities).
As an inducement to the Initial Purchasers to enter into the Purchase Agreement, the Company has agreed to provide to the Initial Purchasers and their direct and indirect transferees the registration rights set forth in this Agreement. The execution and delivery of this Agreement is a condition to the closing under the Purchase Agreement.
In consideration of the foregoing, the parties hereto agree as follows:
1. Definitions. As used in this Agreement, the following terms shall have the following meanings:
Agreement shall have the meaning set forth in the preamble.
Business Day shall mean any day that is not a Saturday, Sunday or other day on which commercial banks in New York City are authorized or required by law to remain closed.
Closing Date shall mean the first date on which any Securities are initially issued.
Company shall have the meaning set forth in the preamble and shall also include any successor entity.
Electronic Signature means an electronic sound, symbol or process attached to, or associated with, a contract or other record and adopted by a Person with the intent to sign, authenticate or accept such contract or record.
Exchange Act shall mean the Securities Exchange Act of 1934, as amended from time to time.
Exchange Dates shall have the meaning set forth in Section 2(a)(ii) hereof.
Exchange Offer shall mean the exchange offer by the Company of Exchange Securities for Registrable Securities pursuant to Section 2(a) hereof.
Exchange Offer Registration shall mean a registration under the Securities Act effected pursuant to Section 2(a) hereof.