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ORLANDO-Cell phone-site developer Pinnacle Holdings Inc. of Sarasota, FL and its three subsidiaries have a new chairman and $205 million in the bank today, as the companies exit Chapter 11 after a five-month financial reorganization. Sarasota is 100 miles west of Downtown Orlando.

The company says it owned, managed, leased or had rights to 4,400 cell phone sites in the United States and Canada on Dec. 31, 2001.

New York-based Fortress Investment Group, chaired by Wesley R. Edens, and Greenhill Capital Capital Partners, also of New York and headed by Robert H. Niehaus, are committing the $205 million to buy Pinnacle’s delinquent 10% senior discount notes.

Pinnacle was $200 million in debt when the company voluntarily filed for protection under the U.S. Bankruptcy Code in May. Pinnacle’s second amended joint plan of reorganization was approved by the Bankruptcy Court for the Southern District of New York on Oct. 9.

In a prepared statement, Pinnacle says Niehaus is the company’s new vice chairman. Bernard Gaboury, Pinnacle’s president, resigned Oct. 31. Pinnacle is asking the Securities and Exchange Commission to deregister its common stock which is trading at $0.009 on the Over-the-County Pink Sheets.

“We have significantly deleveraged our balance sheet” and “are generating positive cash flow,” Pinnacle CEO Steven R. Day says in the statement.

Under the approved reorganization plan, existing senior credit facility lenders were paid $93 million in cash with the $305 million balance folded into an amended credit facility consisting of a three-year secured term loan of $275 million and a new secured revolving credit facility of $30 million.

Pinnacle’s 10% senior discount notes, due 2008, were cancelled. In exchange, note holders will receive their pro-rata share of $114 million or $350.77 per $1,000 par value bond in cash, or a combination of cash and/or reorganized Pinnacle’s outstanding common stock at $10 per share. The company estimates about $21.9 million in cash will be paid to senior note holders with the remainder to be paid in common stock.

Pinnacle 5 ½% convertible subordinated notes, due 2007, also were cancelled. In exchange, holders will receive their pro-rata share of $500,000 in cash and five-year warrants to buy 205,000 shares of reorganized Pinnacle common stock at $20 per share. The 205,000 shares represent about 1% of reorganized Pinnacle equity capitalization, the company says.

Convertible note holders who previously agreed to give certain releases also will receive their pro-rata share of an additional $500,000 in cash and five-year warrants to buy an additional 205,000 shares at $20 per share.

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