UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES AND EXCHANGE ACT OF 1934
(AMENDMENT NO. 1)*
SBA Communications Corporation
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(Name of Issuer)
Class A Common Stock
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(Title of Class of Securities)
78388J106
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(CUSIP Number)
May 30, 2006
(Date of Event Which Requires Filing of this Statement)
Check the following box to designate the rule pursuant to which this Schedule is
filed:
|_| Rule 13d-1(b)
|X| Rule 13d-1(c)
|_| Rule 13d-1(d)
The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information for which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
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13G
CUSIP NO. 78388J106 PAGE 2 OF 4 PAGES
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1 NAME OF REPORTING PERSON
AAT Holdings, LLC
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
05-0556762
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (A) |_|
(B) |_|
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF 5 SOLE VOTING POWER
SHARES 6,512,686
BENEFICIALLY ----------------------------------------
OWNED BY
EACH 6 SHARED VOTING POWER
REPORTING
PERSON -0-
REPORTING
PERSON ----------------------------------------
WITH
7 SOLE DISPOSITIVE POWER
6,512,686
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8 SHARED DISPOSITIVE POWER
-0-
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
6,512,686 shares of Class A Common Stock
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |_|
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
6.3% (based on 103,017,031 shares of Class A Common Stock outstanding as of
May 8, 2006)
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12 TYPE OF REPORTING PERSON
OO
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ITEM 1(A). NAME OF ISSUER:
SBA Communications Corporation
ITEM 1(B). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
5900 Broken Sound Parkway NW
Boca Raton, Florida 33487
ITEM 2(A). NAME OF PERSON FILING
AAT Holdings, LLC
ITEM 2(B). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE
12444 Powerscourt Drive
Suite 450
St. Louis, MO 63144
ITEM 2(C). CITIZENSHIP
Delaware
ITEM 2(D). TITLE OF CLASS OF SECURITIES:
Class A Common Stock
ITEM 2(E). CUSIP NUMBER:
78388J106
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(B), OR 13D-2(B)
OR (C), CHECK WHETHER THE PERSON FILING IS A:
Not Applicable.
ITEM 4. OWNERSHIP
(a) Amount beneficially owned: 6,512,686 shares of Class A Common
Stock
(b) Percent of Class: 6.3% (based on 103,017,031 shares of Class
A Common Stock outstanding as of May 8, 2006)
(c) Number of shares as to which person has:
Sole power to vote: 6,512,686
Shared power to vote: -0-
Sole power to dispose of shares: 6,512,686
Shared power to dispose of shares: -0-
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
If this statement is being filed to report the fact that as of
the date hereof the reporting person has ceased to be the beneficial owner of
more than five percent of the class of securities, check the following [ ]
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
Not Applicable.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH
ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING
COMPANY OR CONTROL PERSON.
Not Applicable.
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
Not Applicable.
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ITEM 9. NOTICE OF DISSOLUTION OF THE GROUP
Not Applicable.
ITEM 10. CERTIFICATIONS.
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were not required and are not held for
the purpose of or with the effect of changing or influencing the control of the
issuer of the securities and were not acquired and are not held in connection
with or as a participant in any transaction having that purpose or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement is true,
complete and correct.
AAT HOLDINGS, LLC
By: /s/ Mary Meduski
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Name: Mary Meduski
Title: Authorized Officer
Date: June 1, 2006
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