Case History

"We have now worked with Charterhouse for over twenty years and we consider the firm our professional family. When we teamed up on AAT - our fourth time together - our collective goal was to build a wireless tower company of critical mass in two years. We did it in just one year! Working with Charterhouse has always been a pleasure. The team is professional, knowledgeable, resourceful, and they know how to get things done in a timely and intelligent manner."

-- Jerry Kent

Charterhouse, while exploring the tele-
communications services sub-sector in 1998, was introduced to AAT Communications, a privately-
held owner and operator of wireless tower sites. The firm determined that AAT was uniquely positioned to capitalize on the positive long-term growth dynamics in the wireless tower industry and initially made a growth capital investment in the Company. A build-up strategy was part of the long-term plan and with Company management, Charterhouse began to pursue add-on investment opportunities.

However, during the period from 1999-2001, tower prices rapidly escalated and many of AAT's competitors became very aggressive with respect to acquisitions. Many of these same competitors over-leveraged their balance sheets and became unable to access the volatile equity markets. The dramatic dislocation led to many tower assets coming onto the market at attractive valuations. Thus, in 2001, the stage was set for Charterhouse to pursue a contrarian strategy and for AAT to aggressively commence its plan to become an industry consolidator and leader.

In 2002, the firm introduced Jerald J. Kent, a Charterhouse Entrepreneur since the early 1980s, to AAT. Jerry had a proven track record and over 20 years of experience in the cable industry. In 1983, Charterhouse backed Jerry and subsequently his partner, Howard L. Wood, in the successful build-up of Cencom Cable Associates. Following the sale in 1991 of Cencom, Charterhouse again backed Jerry and Howard in the formation of Charter Communications. With Jerry's executive leadership and Howard's guidance, Charter Communications grew from an idea into the fourth largest cable operator in the United States; the business was sold to Microsoft's Paul Allen in 1998.

Tom Dircks, Managing Partner at Charterhouse, recruited Jerry and his management team to AAT and worked to shape an aggressive growth strategy for this platform. In May of 2002, Charterhouse partnered with Jerry and Howard's then-named Cequel III management company to acquire a control interest in AAT Communications.

Through strategic acquisitions, new tower construction and significantly improved operational efficiencies as a result of greater economies, Cequel III and Charterhouse drove AAT to a dominant leadership position (and to be the largest privately owned company) in the tower industry. The Company was transformed from 2002 through 2006 into one of the largest providers of tower sites and site management services to the wireless communications industry. Through almost 20 acquisitions as well as organic growth, the Company became the owner, operator and/or manager of approximately 7,900 wireless communications sites in 47 states. During Charterhouse's and Cequel III's ownership, the Company marketed those sites to leading PCS and cellular service providers as well as to a variety of commercial and government entities. (AAT's sites were critical to a wide range of wireless applications including cellular, PCS, specialized mobile radio, enhanced specialized mobile radio, one-way and two-way paging and fixed microwave.)

In April 2006, Charterhouse and Cequel III sold AAT to SBA Communications in a transaction valued at over $1 billion.

Recently, Charterhouse and Cequel III partnered to invest in Suddenlink (formerly Cebridge Connections) to create a major operator of suburban and second tier market cable TV systems.