4 unchanged sentences
This discussion should be read in conjunction with our consolidated financial statements included in this Annual Report and the accompanying notes, and the information set forth under the caption “Critical Accounting Policies and Estimates” below.
−Removed: During the fourth quarter of 2019, as a result of recent acquisitions, including the Eaton Towers Acquisition, and changes to our organizational structure, we reviewed and changed our reportable segments to divide our EMEA segment into two separate segments, Africa property and Europe property.
−Removed: We now report our results in six segments – U.S.
−Removed: property, Asia property, Africa property, Europe property, Latin America property and services.
−Removed: We believe this change provides more visibility into these operating segments and better aligns our reporting with management’s current approach of allocating costs and resources, managing growth and profitability and assessing the operating performance of our business segments.
+Added: During the fourth quarter of 2020, as a result of the InSite Acquisition, we updated our reportable segments to rename U.S.
+Added: property and Asia property to U.S.
+Added: & Canada property and Asia-Pacific property, respectively.
+Added: We continue to report our results in six segments – U.S.
+Added: & Canada property, Asia-Pacific property, Africa property, Europe property, Latin America property and
+Added: This change was made to better align the names of our reportable segments with the geographical areas of our business operations following the InSite Acquisition.
+Added: The change of our reportable segments names is solely reflective of the inclusion of Canada and Australia in our business operations, as a result of the InSite Acquisition, and had no impact on our consolidated financial statements for any prior periods.
+Added: Historical financial information included in Management’s Discussion and Analysis of Financial Condition and Results of Operations has not been adjusted.
In evaluating financial performance in each business segment, management uses, among other factors, segment gross margin and segment operating profit (see note 21 to our consolidated financial statements included in this Annual Report).
−Removed: The change in reportable segments has no impact on our consolidated financial statements for any periods.
−Removed: Historical financial information included in Management’s Discussion and Analysis of Financial Condition and Results of Operations has been adjusted to reflect the change in reportable segments.
Executive Overview
3 unchanged sentences
We also hold other telecommunications infrastructure, fiber and property interests that we lease primarily to communications service providers and third-party tower operators.
−Removed: We refer to this business as our property operations, which accounted for 98% of our total revenues for the year ended December 31, 2019 and includes our U.S.
−Removed: property, Asia property, Africa property, Europe property and Latin America property segments.
−Removed: We also offer tower-related services in the United States, including site acquisition, zoning and permitting and structural analysis, which primarily support our site leasing business, including the addition of new tenants and equipment on our sites.
+Added: We refer to the business encompassing the above as our property operations, which accounted for 99% of our total revenues for the year ended December 31, 2020 and includes our U.S.
+Added: & Canada property, Asia-Pacific property, Africa property, Europe property and Latin America property segments.
+Added: We also offer tower-related services in the United States, including site application, zoning and permitting and structural analysis, which primarily support our site leasing business, including the addition of new tenants and equipment on our sites.
The following table details the number of communications sites, excluding managed sites, that we owned or operated as of December 31, 2020:
+Added: Owned Towers Number of
+Added: Towers (1) Number of
Owned DAS Sites
+Added: Canada (2) 208 — —
United States 27,058 15,432 448
+Added: & Canada total 27,266 15,432 448
+Added: Asia-Pacific:
+Added: India 74,732 — 1,040
+Added: Asia-Pacific total 74,732 — 1,040
+Added: Burkina Faso 707 — —
+Added: Ghana 3,298 663 28
+Added: Kenya 2,397 — 9
+Added: Niger 720 — —
+Added: Nigeria 5,823 — —
South Africa 2,831 — —
+Added: Uganda 3,375 — 12
+Added: Africa total 19,151 663 49
+Added: France 2,769 309 9
+Added: Germany 2,217 — —
+Added: Poland 27 — —
+Added: Europe total 5,013 309 9
Latin America:
Argentina 119 — 10
+Added: Brazil 16,792 2,249 104
+Added: Chile 3,005 — 23
+Added: Colombia 4,992 — 4
+Added: Costa Rica 661 — 2
+Added: Mexico 9,500 186 92
+Added: Paraguay 1,426 — —
+Added: Peru 1,935 429 —
Latin America total 38,430 2,864 235
1 unchanged sentence
(1) Approximately 95% of the operated towers are held pursuant to long-term finance leases, including those subject to purchase options.
−Removed: In India and South Africa, we also own fiber.
−Removed: In Argentina and Brazil, we also own or operate urban telecommunications assets, including fiber, and the rights to utilize certain existing utility infrastructure for future telecommunications equipment installation.
−Removed: In Mexico, we also own or operate urban telecommunications assets, including fiber, concrete poles and other infrastructure.
+Added: (2) In December 2020, we launched operations in Canada and Australia through the InSite Acquisition.
+Added: In Australia, we do not own or operate communications sites but control land under carrier or other third-party communications sites, which provides recurring cash flow through tenant leasing arrangements.
+Added: In Canada, we also control land under carrier or other third-party communications sites.
+Added: On January 13, 2021, we signed agreements for the Pending Telxius Acquisition, pursuant to which we expect to acquire approximately 31,000 communications sites in Argentina, Brazil, Chile, Germany, Peru and Spain, for approximately 7.7 billion EUR (approximately $9.4 billion at the time of signing) at closing, subject to certain conditions and limited adjustments.
+Added: The Pending Telxius Acquisition is expected to close in multiple tranches, beginning in the second quarter of 2021, subject to customary closing conditions, including government and regulatory approval.
+Added: The impact of the Pending Telxius Acquisition on our 2021 results of operations will be dependent on a number of factors, including the timing of any closings.
In most of our markets, our tenant leases with wireless carriers generally have initial non-cancellable terms of five to ten years with multiple renewal terms.
Accordingly, the vast majority of the revenue generated by our property operations during the year ended December 31, 2020 was recurring revenue that we should continue to receive in future periods.
−Removed: Based upon foreign currency exchange rates and the tenant leases in place as of December 31, 2019 , we expect to generate nearly $46.9 billion of non-cancellable tenant lease revenue over future periods, before the impact of straight-line lease accounting.
−Removed: Most of our tenant leases have provisions that periodically increase the rent due under the lease, typically based on an annual fixed escalation (averaging approximately 3% in the United States) or an inflationary index in our international markets, or a combination of both.
+Added: Based upon existing tenant leases and foreign currency exchange rates as of December 31, 2020, we expect to generate nearly $59 billion of non-cancellable tenant lease revenue over future periods, before the impact of straight-line lease accounting.
+Added: Most of our tenant leases have provisions that periodically increase the rent due under the lease, typically based on an annual fixed escalation (averaging approximately 3% in the United States) or an inflationary index in most of our international markets, or a combination of both.
In addition, certain of our tenant leases provide for additional revenue primarily to cover costs, such as ground rent or power and fuel costs.
4 unchanged sentences
During the year ended December 31, 2020, churn was approximately 3% of our tenant billings.
−Removed: The higher than historical level of churn was largely due to carrier consolidation events in India.
−Removed: Beginning in late 2017, we experienced an increase in revenue lost from cancellations or non-renewals primarily due to carrier consolidation-driven churn in India, which compressed our gross margin and operating profit, particularly in our Asia property segment, although this impact was partially offset by lower expenses due to reduced tenancy on existing sites and the decommissioning of certain sites.
−Removed: We anticipate that our churn rate in India will move closer to historical levels over time and result in reduced impacts on our property revenue, gross margin and operating profit.
−Removed: In the immediate term, we expect that our churn rate will remain elevated, primarily due the uncertainty created by the recent court ruling by the Indian Supreme Court, as set forth in Item 1A of this Annual Report under under the captions “Risk Factors—A substantial portion of our revenue is derived from a small number of tenants, and we are sensitive to adverse changes in the creditworthiness and financial strength of our tenants” and “Risk Factors—Our business, and that of our tenants, is subject to laws, regulations and administrative and judicial decisions, and changes thereto, that could restrict our ability to operate our business as we currently do or impact our competitive landscape.” We expect to periodically evaluate the carrying value of our Indian assets, which may result in the realization of additional impairment expense or other similar charges.
+Added: Beginning in late 2017, we experienced an increase in revenue lost from cancellations or non-renewals primarily due to carrier consolidation-driven churn in India, which compressed our gross margin and operating profit, particularly in our Asia-Pacific property segment, although this impact was partially offset by lower expenses due to reduced tenancy on existing sites and the decommissioning of certain sites.
+Added: For the year ended December 31, 2020, aggregate carrier consolidation in India did not have a material impact on our consolidated property revenue, gross margin or operating profit, although overall churn rates in India remained elevated relative to historical levels.
+Added: We anticipate that our churn rate in India will moderate over time and result in reduced impacts on our property revenue, gross margin and operating profit.
+Added: In the immediate term, we believe that our churn rate may remain elevated as our tenants in India evaluate the recent court rulings by the Indian Supreme Court and determine their payment plans for the AGR fees and charges prescribed by such court, as set forth in Item 1A of this Annual Report under the caption “Risk Factors—Our business, and that of our tenants, is subject to laws, regulations and administrative and judicial decisions, and changes thereto, that could restrict our ability to operate our business as we currently do or impact our competitive landscape.” We expect to periodically evaluate the carrying value of our Indian assets, which may result in the realization of additional impairment expense or other similar charges.
For more information, please see the information under the caption “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Critical Accounting Policies and Estimates.”
−Removed: For the year ended December 31, 2019 , aggregate carrier consolidation in India negatively impacted our consolidated property revenue by $361.3 million, including approximately $84.2 million in pass-through revenue, and negatively impacted our gross margin and operating profit by $247.7 million.
+Added: Additionally, we expect that our churn rate in our U.S.
+Added: & Canada property segment will be elevated for a period of several years due to contractual lease cancellations and non-renewals by T-Mobile, including legacy Sprint Corporation leases, pursuant to the terms of the T-Mobile MLA signed in September 2020.
+Added: As further set forth in Item 1A of this Annual Report under the captions “Risk Factors,” the ongoing COVID-19 pandemic, as well as the response to mitigate its spread and effects, may adversely impact us and our tenants and the demand for our communications sites in the United States and globally.
+Added: We have taken a variety of actions to ensure the continued availability of our communications sites, while ensuring the safety and security of our employees, tenants, vendors and surrounding communities.
+Added: These measures include providing support for our tenants remotely, requiring work-from-home arrangements and restricting travel for our employees where practicable and other modifications to our business practices.
+Added: We will continue to actively monitor the situation and may take further actions as may be required by governmental authorities or that we determine are in the best interests of our employees, tenants and business partners.
+Added: As a result of the impact of COVID-19 on global financial markets, foreign currency exchange rates have been volatile in many of the markets in which we operate.
+Added: We estimate that the adverse impact from changes in foreign currency exchange rates on our consolidated revenue and operating profit in the current period, as compared to the year ended December 31, 2019, was approximately $315 million and $172 million, respectively.
+Added: If exchange rates become significantly more unfavorable, the impact to our revenue and other future operating results could be material.
+Added: Additionally, the impact of COVID-19 on our operational results in subsequent periods will largely depend on future developments, which are highly uncertain and cannot be accurately predicted at this time.
+Added: These developments may include, but are not limited to, new information concerning the severity and duration of the COVID-19 pandemic, the degree of success of actions taken to contain or treat COVID-19, including the availability and effectiveness of vaccines and treatments, and the reactions by consumers, companies, governmental entities and capital markets to such actions.
Property Operations Revenue Growth .
1 unchanged sentence
We measure the remaining tower capacity by assessing several factors, including tower height, tower type, environmental conditions, existing equipment on the tower and zoning and permitting regulations in effect in the jurisdiction where the tower is located.
−Removed: In many instances, tower capacity can be increased with relatively modest tower augmentation capital expenditures.
+Added: In many instances, tower capacity can be increased with relatively modest tower augmentation capital expenditures, which are often reimbursed to us.
The primary factors affecting the revenue growth of our property segments are:
• Growth in tenant billings, including:
−Removed: New revenue attributable to leases in place on day one on sites acquired or constructed since the beginning of the prior-year period;
• New revenue attributable to leasing additional space on our sites (“colocations”) and lease amendments;
• Contractual rent escalations on existing tenant leases, net of churn;
+Added: • New revenue attributable to leases in place on day one on sites acquired or constructed since the beginning of the prior-year period.
• Revenue growth from other items, including additional tenant payments primarily to cover costs, such as ground rent or power and fuel costs included in certain tenant leases (“pass-through”), straight-line revenue and decommissioning.
8 unchanged sentences
This rate, in turn, is influenced by the growth of wireless services, the penetration of advanced wireless devices, the level of emphasis on network quality and capacity in carrier competition, the financial performance of our tenants and their access to capital and general economic conditions.
−Removed: According to industry data, recent aggregate annual wireless capital spending in the United States has averaged approximately $30.0 billion, resulting in consistent demand for our sites.
+Added: According to industry data, recent aggregate annual wireless capital spending in the United States has averaged at least $30 billion, resulting in consistent demand for our sites.
Based on industry research and projections, we expect that a number of key industry trends will result in incremental revenue opportunities for us:
−Removed: In less advanced wireless markets where initial voice and data networks are still being deployed, we expect these deployments to drive demand for our tower space as carriers seek to expand their footprints and increase the scope and density of their networks.
+Added: • In less advanced wireless markets where network deployments are in earlier stages, we expect these deployments to drive demand for our tower space as carriers seek to expand their footprints and increase the scope and density of their networks.
We have established operations in many of these markets at the early stages of wireless development, which we believe will enable us to meaningfully participate in these deployments over the long term.
1 unchanged sentence
We believe carriers will be compelled to deploy additional equipment on existing networks while also rolling out more advanced wireless networks to address coverage and capacity needs resulting from this increasing mobile data usage.
−Removed: The deployment of advanced mobile technology, such as 4G and 5G, across existing wireless networks will provide higher speed data services and further enable fixed broadband substitution.
+Added: • The deployment of advanced mobile technology, such as 4G and 5G, will provide higher speed data services and further enable fixed broadband substitution.
As a result, we expect that our tenants will continue deploying additional equipment across their existing networks.
−Removed: Wireless service providers compete based on the quality of their existing networks, which is driven by capacity and coverage.
−Removed: To maintain or improve their network performance as overall network usage increases, our tenants continue deploying additional equipment across their existing sites while also adding new cell sites.
−Removed: We anticipate increasing network densification over the next several years, as existing network infrastructure is anticipated to be insufficient to account for rapidly increasing levels of wireless data usage.
+Added: • Wireless service providers compete based on the quality of their networks, which is driven by capacity and coverage.
+Added: To maintain or improve their network performance as overall network usage increases, our tenants continue to deploy additional equipment across their existing sites while also adding new cell sites.
+Added: We anticipate increasing network densification over the next several years, as existing network density is anticipated to be insufficient to account for rapidly increasing levels of wireless data usage.
• Wireless service providers continue to acquire additional spectrum, and as a result are expected to add additional sites and equipment to their networks as they seek to optimize their network configuration and utilize additional spectrum.
+Added: We expect this to be particularly relevant in the context of higher-band spectrum such as 2.5 gigahertz (GHz) and C-Band being deployed for 5G, as these spectrum assets tend to have more limited propagation characteristics compared to the lower-band spectrum that has historically been deployed on our towers.
• Next generation technologies requiring wireless connectivity have the potential to provide incremental revenue opportunities for us.
−Removed: These technologies may include autonomous vehicle networks and a number of other internet-of-things, or IoT, applications, as well as other potential use cases for wireless services.
+Added: These technologies may include edge computing functionality, autonomous vehicle networks and a number of other internet-of-things, or IoT, applications, as well as other potential use cases for wireless services.
These technologies may create new and complementary use cases for our communications real estate over time, although these use cases are currently in nascent stages.
As part of our international expansion initiatives, we have targeted markets in various stages of network development to diversify our international exposure and position us to benefit from a number of different wireless technology deployments over the long term.
+Added: For example, as part of our Pending Telxius Acquisition, we expect to increase our exposure to more developed markets in Europe.
In addition, we have focused on building relationships with large multinational carriers to increase the opportunities for growth or mutually beneficial transactional opportunities across common markets.
−Removed: We believe that consistent carrier network investments across our international markets will, over the long term, position us to generate meaningful organic revenue growth going forward.
+Added: We believe that consistent
+Added: carrier network investments across our international markets will, over the long term, position us to generate meaningful organic revenue growth going forward.
In emerging markets, such as Burkina Faso, Ghana, India, Kenya, Niger, Nigeria and Uganda, wireless networks tend to be significantly less advanced than those in the United States, and initial voice networks continue to be deployed in certain underdeveloped areas.
−Removed: A majority of consumers in these markets still utilize basic wireless services, predominantly on feature phones, while advanced device penetration remains low.
−Removed: In more developed urban locations within these markets, data network deployments are underway.
−Removed: Carriers are focused on completing voice network build-outs while also investing in initial data networks as mobile data usage and smartphone penetration within their customer bases begin to accelerate.
+Added: A majority of consumers in these markets still utilize basic wireless services and advanced device penetration remains low.
+Added: In more developed urban locations within these markets, mobile data usage tends to be higher and advanced network deployments are further along.
+Added: Carriers are focused on completing voice network build-outs while increasing investments in data networks as mobile data usage and smartphone penetration within their customer bases begin to accelerate.
In India, the ongoing transition from 2G technology to 4G technology has included a period of carrier consolidation, whereby the number of carriers operating in the marketplace has been reduced through mergers, acquisitions and select carrier exits from the marketplace, which we believe is now substantially complete.
−Removed: We believe that this consolidation process has resulted in an industry structure for both the wireless carriers and communications infrastructure providers that is expected to be more conducive to sustained growth and profitability over time.
−Removed: In markets with rapidly evolving network technology, such as South Africa and most of the countries in Latin America where we do business, initial voice networks, for the most part, have already been built out, and carriers are increasingly focused on 4G network build outs, with certain continuing legacy investments in 3G.
+Added: We believe that this consolidation process has resulted in an industry structure for both the wireless carriers and communications infrastructure providers that will be more conducive to sustained growth and profitability over time.
+Added: In markets with rapidly evolving network technology, such as South Africa, Poland and most of the countries in Latin America where we do business, initial voice networks, for the most part, have already been built out, and carriers are increasingly focused on 4G network deployments.
Consumers in these regions are increasingly adopting smartphones and other advanced devices, in particular as lower cost smartphones become increasingly available.
2 unchanged sentences
Smartphone penetration and wireless data usage in these markets are advancing rapidly, which typically requires that carriers continue to invest in their networks to maintain and augment their quality of service.
−Removed: Finally, in markets with more mature network technology, such as Germany and France, carriers are focused on deploying 4G data networks to account for rapidly increasing wireless data usage among their customer base.
−Removed: With higher smartphone and advanced device penetration and significantly higher per capita data usage, carrier investment in networks is focused on 4G coverage and capacity.
−Removed: We believe that the network technology migration we have seen in the United States, which has led to significantly denser networks and meaningful new business commencements for us over a number of years, will be replicated in our less advanced international markets over time.
+Added: Finally, in markets with more mature network technology, such as Australia, Canada, Germany, France and, following the expected closing of our Pending Telxius Acquisition, Spain, carriers are focused on deploying 4G data networks to account for rapidly increasing wireless data usage among their customer base.
+Added: With higher smartphone and advanced device penetration and significantly higher per capita data usage, carrier investment in networks is focused on 4G coverage and capacity, as well as the early stages of 5G deployment.
+Added: We believe that the network technology migration we have seen in the United States, which has led to significantly denser networks and meaningful new business commencements for us over a number of years, will be replicated in our international markets over time.
As a result, we expect to be able to leverage our extensive international portfolio of approximately 143,000 communications sites and the relationships we have built with our carrier tenants to drive sustainable, long - term growth.
−Removed: We have master lease agreements with certain of our tenants that provide for consistent, long-term revenue and reduce the likelihood of churn.
−Removed: Certain of those master lease agreements are holistic in nature and further build and augment strong strategic partnerships with our tenants and have significantly reduced colocation cycle times, thereby providing our tenants with the ability to rapidly and efficiently deploy equipment on our sites.
+Added: We have master lease agreements with many of our tenants that provide for consistent, long-term revenue and reduce the likelihood of non-contractual churn.
+Added: Certain of those master lease agreements are comprehensive in nature and further build and augment strong strategic partnerships with our tenants while significantly reducing colocation cycle times, thereby providing our tenants with the ability to rapidly and efficiently deploy equipment on our sites.
Demand for our communications sites could be negatively impacted by a number of factors, including an increase in network sharing or consolidation among our tenants, as set forth in Item 1A of this Annual Report under the captions “Risk Factors—If our tenants consolidate their operations, exit the telecommunications business or share site infrastructure to a significant degree, our growth, revenue and ability to generate positive cash flows could be materially and adversely affected” and “Risk Factors—A substantial portion of our revenue is derived from a small number of tenants, and we are sensitive to adverse changes in the creditworthiness and financial strength of our tenants.” In addition, the emergence and growth of new technologies could reduce demand for our sites, as set forth under the caption “Risk Factors—New technologies or changes in our or a tenant’s business model could make our tower leasing business less desirable and result in decreasing revenues and operating results.” Further, our tenants may be subject to new regulatory policies from time to time that materially and adversely affect the demand for our communications sites.
1 unchanged sentence
During the year ended December 31, 2020, we grew our portfolio of communications real estate through the acquisition and construction of approximately 9,365 sites globally.
−Removed: In a majority of our Asia, Africa, Europe and Latin America markets, the revenue generated from newly acquired or constructed sites resulted in increases in both tenant and pass-through revenues (such as ground rent or power and fuel costs) and expenses.
+Added: In a majority of our Asia-Pacific, Africa, Europe and Latin America markets, the revenue generated from newly acquired or constructed sites resulted in increases in both tenant and pass-through revenues (such as ground rent or power and fuel costs) and expenses.
We continue to evaluate opportunities to acquire communications real estate portfolios, both domestically and internationally, to determine whether they meet our risk-adjusted hurdle rates and whether we believe we can effectively integrate them into our existing portfolio.
New Sites (Acquired or Constructed) 2020 2019 2018
+Added: & Canada 2,255 430 285
+Added: Asia-Pacific 3,960 3,330 21,470
+Added: Africa 1,540 6,455 1,040
+Added: Europe 610 15 15
Latin America 1,000 3,475 1,655
Property Operations Expenses.
−Removed: Direct operating expenses incurred by our property segments include direct site level expenses and consist primarily of ground rent and power and fuel costs, some or all of which may be passed through to our tenants, as well as property taxes, repairs and maintenance.
+Added: Direct operating expenses incurred by our property segments include direct site level expenses and consist primarily of ground rent and power and fuel costs, some or all of which may be passed through to our tenants, as well as property taxes and repairs and maintenance expenses.
These segment direct operating expenses exclude all segment and corporate selling, general, administrative and development expenses, which are aggregated into one line item entitled Selling, general, administrative and development expense in our consolidated statements of operations.
In general, our property segments’ selling, general, administrative and development expenses do not significantly increase as a result of adding incremental tenants to our sites and typically increase only modestly year-over-year.
−Removed: As a result, leasing additional space to new tenants on our sites provides significant incremental cash flow.
+Added: As a result, leasing additional space to new tenants on our sites provides significant incremental gross margin and cash flow.
We may, however, incur additional segment selling, general, administrative and development expenses as we increase our presence in our existing markets or expand into new markets.
29 unchanged sentences
Rather, Adjusted EBITDA, Nareit FFO (common stockholders), Consolidated AFFO and AFFO (common stockholders) are presented as we believe each is a useful indicator of our current operating performance.
−Removed: We believe that these metrics are useful to an investor in evaluating our operating performance because (1) each is a key measure used by our management team for decision making purposes and for evaluating our operating segments’ performance;
+Added: We believe that these metrics are useful to an investor in evaluating our operating performance because (1) each is a key measure
+Added: used by our management team for decision making purposes and for evaluating our operating segments’ performance;
(2) Adjusted EBITDA is a component underlying our credit ratings;
6 unchanged sentences
Results of Operations
+Added: Year Ended December 31, 2019 Compared to Year Ended December 31, 2018
+Added: For a discussion of our 2019 Results of Operations, including a discussion of our financial results for the fiscal year ended December 31, 2019 compared to the fiscal year ended December 31, 2018, refer to Part I, Item 7 of our annual report on Form 10-K filed with the SEC on February 25, 2020 (the “2019 Form 10-K”).
+Added: During the fourth quarter of 2020, as a result of the InSite Acquisition, we updated our reportable segments to rename U.S.
+Added: property and Asia property to U.S.
+Added: & Canada property and Asia-Pacific property, respectively.
+Added: The change of our reportable segments names is solely reflective of the inclusion of Canada and Australia in our business operations, as a result of the InSite Acquisition, and had no impact on our consolidated financial statements for any prior periods.
+Added: Historical financial information included in Part I, Item 7 of the 2019 Form 10-K has not been adjusted.
Years Ended December 31, 2020 and 2019
(in millions, except percentages)
−Removed: Year Ended December 31,
−Removed: Percent Change 2019 vs 2018
−Removed: Percent Change 2018 vs 2017
+Added: Year Ended December 31, Percent Change 2020 vs 2019
+Added: & Canada $ 4,517.0 $ 4,188.7 8 %
+Added: Asia-Pacific 1,139.4 1,217.0 (6)
+Added: Africa 890.2 583.9 52
+Added: Europe 149.6 134.6 11
Latin America 1,257.4 1,340.7 (6)
Total property 7,953.6 7,464.9 7
+Added: Services 87.9 115.4 (24)
Total revenues $ 8,041.5 $ 7,580.3 6 %
Year ended December 31, 2020
−Removed: property segment revenue growth of $366.6 million was attributable to:
+Added: & Canada property segment revenue growth of $328.3 million was attributable to:
• Tenant billings growth of $196.1 million, which was driven by:
◦ $134.3 million due to colocations and amendments;
−Removed: $62.6 million from contractual escalations, net of churn;
+Added: ◦ $57.4 million from contractual escalations, net of churn (as discussed above, we expect that our churn rate will be elevated for a period of several years pursuant to the terms of the T-Mobile MLA);
◦ $16.1 million generated from newly acquired or constructed sites;
◦ Partially offset by a decrease of $11.7 million from other tenant billings;
−Removed: An increase of $90.1 million in other revenue, which includes an $82.4 million increase due to straight-line accounting primarily due to entry into a new master lease agreement with one of our tenants, AT&T.
−Removed: Asia property segment revenue decrease of $323.5 million was attributable to:
−Removed: A decrease of $266.8 million in other revenue, primarily due to the net impact of $333.7 million related to the October 2018 settlement with Tata Teleservices Limited (“Tata Teleservices”) and related entities (collectively, “Tata”);
−Removed: A decrease in tenant billings of $68.0 million, which was driven by:
−Removed: A decrease of $219.4 million resulting from churn in excess of contractual escalations, including $209.8 million of carrier consolidation-driven churn in India;
−Removed: Partially offset by:
−Removed: $75.6 million generated from newly acquired or constructed sites, including $59.5 million from the transactions with Vodafone India Limited and Vodafone Mobile Services Limited (together, “Vodafone” and the transaction, the “Vodafone Acquisition”) and Idea Cellular Limited (“Idea” and the transaction, the “Idea Acquisition”);
−Removed: $74.0 million due to colocations and amendments;
−Removed: $1.8 million from other tenant billings;
−Removed: Pass-through revenue growth of $51.8 million.
−Removed: Segment revenue decline includes a decrease of $40.5 million attributable to the negative impact of foreign currency translation related to fluctuations in Indian Rupee (“INR”).
−Removed: Africa property segment revenue growth of $38.4 million was attributable to:
−Removed: Tenant billings growth of $56.8 million, which was driven by:
−Removed: $21.7 million generated from newly acquired or constructed sites, primarily due to the acquisition of communications sites in Kenya in the fourth quarter of 2018 (the “Kenya Acquisition”);
−Removed: $14.1 million due to colocations and amendments;
−Removed: $14.1 million from contractual escalations, net of churn;
−Removed: $6.9 million from other tenant billings;
−Removed: Pass-through revenue growth of $13.8 million;
−Removed: A decrease of $0.8 million in other revenue.
−Removed: Segment revenue growth was partially offset by a decrease of $31.4 million attributable to the negative impact of foreign currency translation, which included, among others, $19.0 million related to fluctuations in Ghanaian Cedi (“GHS”), and $12.7 million related to fluctuations in South African Rand (“ZAR”).
−Removed: Europe property segment revenue decrease of $7.2 million was primarily attributable to:
−Removed: A decrease of $3.4 million in other revenue;
−Removed: Pass-through revenue decrease of $0.3 million;
−Removed: Tenant billings growth of $3.8 million, which was driven by:
−Removed: $3.2 million due to colocations and amendments;
−Removed: $0.9 million from other tenant billings;
−Removed: $0.3 million generated from newly acquired or constructed sites;
−Removed: Partially offset by a decrease of $0.6 million from contractual escalations, net of churn.
−Removed: Segment revenue decline includes a decrease of $7.3 million attributable to the negative impact of foreign currency translation related to fluctuations in the Euro (“EUR”).
−Removed: Latin America property segment revenue growth of $75.9 million was attributable to:
−Removed: Tenant billings growth of $80.6 million, which was driven by:
−Removed: $43.6 million due to colocations and amendments;
−Removed: $17.7 million from contractual escalations, net of churn;
−Removed: $14.7 million generated from newly acquired or constructed sites;
−Removed: $4.6 million from other tenant billings;
−Removed: An increase of $44.6 million in other revenue, primarily due to $26.8 million from our fiber business in Brazil acquired in the fourth quarter of 2018 and an $11.6 million tenant settlement payment in Mexico, as well as an increase due to straight-line accounting, partially offset by revenue reserves;
−Removed: Pass-through revenue growth of $21.0 million.
−Removed: Segment revenue growth was partially offset by a decrease of $70.3 million attributable to the negative impact of foreign currency translation, which included, among others, $53.0 million related to fluctuations in Brazilian Real (“BRL”), $11.3 million related to fluctuations in Colombian Peso (“COP”), and $4.2 million related to fluctuations in Chilean Peso (“CLP”).
−Removed: The decrease in services segment revenue of $10.0 million was primarily attributable to a decrease in site acquisition, zoning and permitting services.
−Removed: Year ended December 31, 2018
−Removed: property segment revenue growth of $216.4 million was attributable to:
−Removed: Tenant billings growth of $264.0 million, which was driven by:
+Added: • An increase of $132.2 million in other revenue, which includes a $135.1 million increase due to straight-line accounting as a result of the T-Mobile MLA and the full year to date impact of the our master lease agreement entered into with AT&T in August 2019.
+Added: Segment revenue growth was not meaningfully impacted by foreign currency translation related to fluctuations in the Canadian Dollar.
+Added: The InSite Acquisition did not meaningfully impact revenue growth during the current period due to the timing of the closing in December 2020.
+Added: We expect the assets acquired from InSite to generate approximately $150 million in property revenue in 2021.
+Added: Asia-Pacific property segment revenue decrease of $77.6 million was attributable to:
+Added: • A decrease of $30.3 million in other revenue, primarily due to a decrease in tenant settlement payments received attributable to prior tenant cancellations;
+Added: • A decrease of $8.1 million in pass-through revenue;
+Added: • Partially offset by an increase of $18.3 million in tenant billings, which was driven by:
◦ $69.0 million due to colocations and amendments;
−Removed: $59.6 million from contractual escalations, net of churn;
◦ $19.6 million generated from newly acquired or constructed sites;
−Removed: Partially offset by a decrease of $5.1 million from other tenant billings;
−Removed: A decrease of $47.6 million in other revenue, which includes an $81.3 million decrease due to straight-line accounting.
−Removed: Asia property segment revenue growth of $376.1 million was attributable to:
−Removed: Tenant billings growth of $31.0 million, which was driven by:
−Removed: $123.7 million generated from newly acquired or constructed sites, including $117.7 million from the Vodafone Acquisition and the Idea Acquisition;
−Removed: $49.5 million due to colocations and amendments;
−Removed: $0.6 million from other tenant billings;
−Removed: Partially offset by a decrease of $142.8 million resulting from churn in excess of contractual escalations, including $128.1 million due to carrier consolidation-driven churn in India;
−Removed: Pass-through revenue growth of $59.7 million;
−Removed: An increase of $349.3 million in other revenue, primarily due to the net impact of our settlement with Tata and a decrease in revenue reserves.
−Removed: The settlement with Tata contributed $333.7 million to other revenue, as a result of the approximately $345.5 million cash settlement payment, partially offset by the net impacts of straight-line accounting and other amounts directly related to the settlement.
−Removed: Segment revenue growth was partially offset by a decrease of $63.9 million attributable to the negative impact of foreign currency translation related to fluctuations in INR.
+Added: ◦ Partially offset by:
+Added: ▪ A decrease of $69.4 million resulting from churn in excess of contractual escalations;
+Added: ▪ A decrease of $0.9 million from other tenant billings.
+Added: Segment revenue decline included a decrease of $57.5 million attributable to the negative impact of foreign currency translation related to fluctuations in Indian Rupee (“INR”).
Africa property segment revenue growth of $306.3 million was attributable to:
• Tenant billings growth of $245.0 million, which was driven by:
−Removed: $16.0 million from contractual escalations, net of churn;
+Added: ◦ $206.2 million generated from newly acquired or constructed sites, primarily due to the Eaton Towers Acquisition;
◦ $24.9 million due to colocations and amendments;
−Removed: $10.6 million generated from newly acquired or constructed sites;
+Added: ◦ $13.1 million from contractual escalations, net of churn;
◦ $0.8 million from other tenant billings;
−Removed: $9.4 million of other revenue growth;
−Removed: Pass-through revenue growth of $7.7 million.
−Removed: Segment revenue growth was partially offset by a decrease of $15.6 million attributable to the negative impact of foreign currency translation, which included, among others, $8.6 million related to fluctuations in Nigerian Naira (“NGN”) and $7.4 million related to fluctuations in GHS.
−Removed: Europe property segment revenue growth of $19.2 was attributable to:
+Added: • An increase of $71.0 million in pass-through revenue, including amounts related to the Eaton Towers Acquisition;
+Added: • An increase of $30.7 million in other revenue.
+Added: Segment revenue growth was partially offset by a decrease of $40.4 million attributable to the negative impact of foreign currency translation, which included, among others, $16.7 million related to fluctuations in South African Rand and $11.6 million related to fluctuations in Ghanaian Cedi.
+Added: Europe property segment revenue growth of $15.0 million was attributable to:
• Tenant billings growth of $6.7 million, which was driven by:
−Removed: $4.4 million generated from newly acquired or constructed sites, primarily due to the full-year impact of the 2017 acquisition of FPS Towers in France through our European joint venture (the “FPS Acquisition”);
◦ $4.1 million due to colocations and amendments;
+Added: ◦ $4.0 million generated from newly acquired or constructed sites, primarily attributable to the Orange Acquisition;
◦ $0.2 million from other tenant billings;
−Removed: Partially offset by a decrease of $2.2 million churn in excess of contractual escalations;
−Removed: $6.0 million of other revenue growth;
−Removed: Pass-through revenue growth of $0.5 million.
−Removed: Segment revenue growth was benefited by an increase of $6.0 million attributable to the positive impact of foreign currency translation in EUR.
−Removed: Latin America property segment revenue growth of $95.2 million was attributable to:
−Removed: Tenant billings growth of $118.2 million, which was driven by:
+Added: ◦ Partially offset by a decrease of $1.6 million resulting from churn in excess of contractual escalations;
+Added: • An increase of $5.2 million in other revenue;
+Added: • An increase of $0.1 million in pass-through revenue.
+Added: Segment revenue growth included an increase of $3.0 million attributable to the positive impact of foreign currency translation related to fluctuations in EUR.
+Added: Latin America property segment revenue decrease of $83.3 million was attributable to:
+Added: • A decrease of $15.7 million in other revenue, primarily due to the nonrecurrence of an $11.6 million tenant settlement payment in Mexico in the prior-year period;
+Added: • Partially offset by an increase of $46.7 million in pass-through revenue and an increase of $108.1 million in tenant billings, which was driven by:
+Added: ◦ $43.5 million generated from newly acquired or constructed sites, primarily due to the Entel Acquisition;
◦ $35.4 million due to colocations and amendments;
◦ $25.6 million from contractual escalations, net of churn;
−Removed: $26.1 million generated from newly acquired or constructed sites;
◦ $3.6 million from other tenant billings.
−Removed: Pass-through revenue growth of $25.6 million;
−Removed: An increase of $49.8 million in other revenue, due in part to $62.6 million from our fiber businesses in Mexico and Brazil and a $6.0 million reduction in revenue reserves from a settlement related to the judicial reorganization of a tenant in Brazil, partially offset by the impact of straight-line accounting.
−Removed: Segment revenue growth was partially offset by a decrease of $98.4 million attributable to the negative impact of foreign currency translation, which included, among others, $81.1 million related to fluctuations in BRL, $10.2 million related to fluctuations in Argentinean Peso and $7.1 million related to fluctuations in Mexican Peso.
−Removed: The increase in services segment revenue of $27.4 million was primarily attributable to an increase in site acquisition projects.
−Removed: Year Ended December 31,
−Removed: Percent Change 2019 vs 2018
−Removed: Percent Change 2018 vs 2017
+Added: Segment revenue decline included a decrease of $222.4 million attributable to the negative impact of foreign currency translation, which included, among others, $149.2 million related to fluctuations in Brazilian Real, $49.6 million related to fluctuations in Mexican Peso and $11.9 million related to fluctuations in Colombian Peso.
+Added: The decrease in services segment revenue of $27.5 million was primarily attributable to a decrease in site application, zoning and permitting services.
+Added: Year Ended December 31, Percent Change 2020 vs 2019
+Added: & Canada $ 3,709.0 $ 3,380.8 10 %
+Added: Asia-Pacific 478.0 501.1 (5)
+Added: Africa 592.5 374.9 58
+Added: Europe 121.5 106.8 14
Latin America 864.9 929.4 (7)
Total property 5,765.9 5,293.0 9
−Removed: Year ended December 31, 2019
−Removed: The increase in U.S.
−Removed: property segment gross margin was primarily attributable to the increase in revenue described above, partially offset by an increase in direct expenses of $36.9 million.
−Removed: The decrease in Asia property segment gross margin was primarily attributable to the decrease in revenue described above and an increase in direct expenses of $29.5 million, primarily due to the Vodafone Acquisition and the Idea Acquisition, partially offset by a benefit of $24.5 million attributable to the impact of foreign currency translation on direct expenses.
−Removed: The increase in Africa property segment gross margin was primarily attributable to the increase in revenue described above and a benefit of $10.7 million attributable to the impact of foreign currency translation on direct expenses, partially offset by an increase in direct expenses of $11.7 million, primarily due to the Kenya Acquisition.
−Removed: The decrease in Europe property segment gross margin was primarily attributable to the decrease in revenue described above, partially offset by a decrease in direct expenses of $0.8 million and a benefit of $1.5 million attributable to the impact of foreign currency translation on direct expenses.
−Removed: The increase in Latin America property segment gross margin was primarily attributable to the increase in revenue described above, a benefit of $25.1 million attributable to the impact of foreign currency translation on direct expenses, and a reduction of $0.1 million of interest expense related to TV Azteca, S.A.
−Removed: (“TV Azteca”), partially offset by an increase in direct expenses of $30.1 million, including those costs related to our fiber business in Brazil.
−Removed: The decrease in services segment gross margin was primarily due to a decrease in revenue, as described above, partially offset by an decrease in direct expenses of $6.1 million.
+Added: Services 51.4 73.3 (30) %
Year ended December 31, 2020
• The increase in U.S.
−Removed: property segment gross margin was primarily attributable to the increase in revenue described above, partially offset by an increase in direct expenses of $24.5 million.
−Removed: The increase in Asia property segment gross margin was primarily attributable to the increase in revenue described above and a benefit of $36.5 million attributable to the impact of foreign currency translation on direct expenses, partially offset by an increase in direct expenses of $98.4 million, primarily due to the Vodafone Acquisition and the Idea Acquisition.
−Removed: The increase in Africa property segment gross margin was primarily attributable to the increase in revenue described above and a benefit of $10.6 million attributable to the impact of foreign currency translation on direct expenses, partially offset by an increase in direct expenses of $5.7 million, primarily due to the Kenya Acquisition.
−Removed: The increase in Europe property segment gross margin was primarily attributable to the increase in revenue described above, partially offset by an increase in direct expenses of $3.5 million, primarily due to the FPS Acquisition and a negative impact of $1.2 million attributable to foreign currency translation on direct expenses.
−Removed: The increase in Latin America property segment gross margin was primarily attributable to the increase in revenue described above and a benefit of $33.3 million attributable to the impact of foreign currency translation on direct expenses, partially offset by an increase in direct expenses of $53.5 million, primarily due to our fiber businesses in Mexico and Brazil, and a reduction of $10.9 million in interest income related to TV Azteca.
−Removed: The increase in services segment gross margin was primarily due to an increase in revenue, as described above, partially offset by an increase in direct expenses of $14.4 million.
+Added: & Canada property segment gross margin was primarily attributable to the increase in revenue described above.
+Added: The InSite Acquisition did not meaningfully impact U.S.
+Added: & Canada property segment gross margin during the current period due to the timing of the closing in December 2020.
+Added: We expect the assets acquired from InSite to generate approximately $115 million in gross margin in 2021.
+Added: • The decrease in Asia-Pacific property segment gross margin was primarily attributable to the decrease in revenue described above, partially offset by a decrease in direct expenses of $21.1 million, primarily due to a combination of (i) lower land rent costs, partially due to site decommissioning, and (ii) lower security and monitoring costs.
+Added: Direct expenses also benefited by $33.4 million from the impact of foreign currency translation.
+Added: • The increase in Africa property segment gross margin was primarily attributable to the increase in revenue described above, partially offset by an increase in direct expenses of $104.3 million, primarily due to the Eaton Towers Acquisition.
+Added: Direct expenses also benefited by $15.6 million from the impact of foreign currency translation.
+Added: • The increase in Europe property segment gross margin was primarily attributable to the increase in revenue described above and a decrease in direct expenses of $0.2 million.
+Added: Direct expenses were negatively impacted by $0.5 million attributable to the impact of foreign currency translation.
+Added: • The decrease in Latin America property segment gross margin was primarily attributable to the decrease in revenue described above and an increase in direct expenses of $52.5 million, primarily due to the Entel Acquisition.
+Added: Direct expenses also benefited by $71.3 million from the impact of foreign currency translation.
+Added: • The decrease in services segment gross margin was primarily due to the decrease in revenue described above, partially offset by a decrease in direct expenses of $5.6 million.
Selling, General, Administrative and Development Expense (“SG&A”)
−Removed: Year Ended December 31,
−Removed: Percent Change 2019 vs 2018
−Removed: Percent Change 2018 vs 2017
+Added: Year Ended December 31, Percent Change 2020 vs 2019
+Added: & Canada $ 162.2 $ 175.5 (8) %
+Added: Asia-Pacific 97.4 99.9 (3)
+Added: Africa 94.4 53.7 76
+Added: Europe 23.0 23.2 (1)
Latin America 93.1 101.0 (8)
Total property 470.1 453.3 4
+Added: Services 14.8 12.0 23
+Added: Other 293.8 265.1 11
Total selling, general, administrative and development expense $ 778.7 $ 730.4 7 %
Year Ended December 31, 2020
−Removed: The increases in each of our U.S., Africa, Europe and Latin America property segment SG&A were primarily driven by increased personnel costs to support our business, including our acquisitions of urban telecommunications assets in our Latin America property segment and the Kenya Acquisition.
−Removed: The decrease in our Asia property segment SG&A was primarily driven by a decrease in bad debt expense of $9.3 million.
−Removed: The decrease in our services segment SG&A was primarily attributable to a decrease in the allocation of personnel costs to our tower services group.
−Removed: The decrease in other SG&A was primarily attributable to $19.1 million of incremental stock-based compensation expense due to the acceleration of expense associated with amendments to existing grants during the year ended December 31, 2018.
−Removed: Year Ended December 31, 2018
−Removed: The increases in each of our U.S., Africa, Europe and Latin America property segment SG&A were primarily driven by increased personnel costs to support our business, including our acquisitions of urban telecommunications assets in our Latin America property segment.
−Removed: The increase in our Asia property segment SG&A was primarily driven by an increase in bad debt expense of $25.1 million as a result of receivable reserves with certain tenants.
−Removed: The increase in our services segment SG&A was primarily attributable to an increase in the allocation of personnel costs to our tower services group.
−Removed: The increase in other SG&A was primarily attributable to an increase in stock-based compensation expense of $28.6 million, principally due to the acceleration of expense associated with amendments to existing grants, and an increase in corporate SG&A.
+Added: • The decrease in our U.S.
+Added: & Canada property segment SG&A was primarily driven by a decrease in legal costs as compared to the prior-year period and lower travel and discretionary spending as a result of the COVID-19 pandemic and stay-at-home orders.
+Added: • The decrease in our Asia-Pacific property segment SG&A was primarily driven by the benefit of foreign currency translation on SG&A and lower travel spending, partially offset by increased personnel costs and an increase in bad debt expense of $3.1 million.
+Added: • The increase in our Africa property segment SG&A was primarily driven by increased personnel costs to support our business, including due to the Eaton Towers Acquisition, and an increase in bad debt expense of $23.5 million as a result of receivable reserves with certain tenants.
+Added: • Our Europe property segment SG&A remained relatively consistent as compared to the prior-year period.
+Added: • The decrease in our Latin America property segment SG&A was primarily driven by the benefit of foreign currency translation on SG&A, partially offset by increased personnel costs, including costs to support our fiber business.
+Added: • The increase in our services segment SG&A was primarily driven by an increase in personnel costs, partially offset by lower travel and discretionary spending as a result of the COVID-19 pandemic and stay-at-home orders.
+Added: • The increase in other SG&A was primarily attributable to an increase in stock-based compensation expense of $9.2 million and an increase in corporate SG&A, including an increase in personnel costs and charitable contributions.
Operating Profit
−Removed: Year Ended December 31,
−Removed: Percent Change 2019 vs 2018
−Removed: Percent Change 2018 vs 2017
+Added: Year Ended December 31, Percent Change 2020 vs 2019
+Added: & Canada $ 3,546.8 $ 3,205.3 11 %
+Added: Asia-Pacific 380.6 401.2 (5)
+Added: Africa 498.1 321.2 55
+Added: Europe 98.5 83.6 18
Latin America 771.8 828.4 (7)
Total property 5,295.8 4,839.7 9
−Removed: Year Ended December 31, 2019
−Removed: The increases in operating profit for each of our U.S., Africa and Latin America property segments were primarily attributable to increases in our segment gross margin, partially offset by increases in our segment SG&A.
−Removed: The decreases in operating profit for our Asia property segment, as well as our services segment, were primarily attributable to decreases in our segment gross margin, partially offset by decreases in our segment SG&A.
−Removed: The decrease in operating profit for our Europe property segment was primarily attributable to a decrease in our segment gross margin and an increase in our segment SG&A.
+Added: Services 36.6 61.3 (40) %
Year Ended December 31, 2020
−Removed: The increases in operating profit for each of our property segments, as well as our services segment, were primarily attributable to an increase in our segment gross margin, partially offset by increases in our segment SG&A.
+Added: • The increase in operating profit for our U.S.
+Added: & Canada property segment was primarily attributable to an increase in our segment gross margin and a decrease in our segment SG&A.
+Added: • The decreases in operating profit for our Asia-Pacific and Latin America property segments were primarily attributable to decreases in our segment gross margin, partially offset by decreases in our segment SG&A.
+Added: • The increase in operating profit for our Africa property segment was primarily attributable to an increase in our segment gross margin, partially offset by an increase in our segment SG&A.
+Added: • The increase in operating profit for our Europe property segment was primarily attributable to an increase in our segment gross margin.
+Added: • The decrease in operating profit for our services segment was primarily attributable to a decrease in our segment gross margin and an increase in our segment SG&A.
Depreciation, Amortization and Accretion
−Removed: Year Ended December 31,
−Removed: Percent Change 2019 vs 2018
−Removed: Percent Change 2018 vs 2017
+Added: Year Ended December 31, Percent Change 2020 vs 2019
Depreciation, amortization and accretion $ 1,882.3 $ 1,778.4 6 %
−Removed: The decrease in depreciation, amortization and accretion expense for the year ended December 31, 2019 was primarily attributable to the accelerated amortization of a tenant relationship intangible asset as a result of the settlement with Tata in 2018.
−Removed: This decrease was partially offset by an increase resulting from the acquisition, lease or construction of new sites since the beginning of the prior-year period, which resulted in an increase in property and equipment and intangible assets subject to amortization.
−Removed: The increase in depreciation, amortization and accretion expense for the year ended December 31, 2018 was primarily attributable to $327.5 million of accelerated amortization of a tenant relationship intangible asset as a result of the settlement with Tata.
−Removed: Also contributing to the increase was the acquisition, lease or construction of new sites since the beginning of the prior-year period, which resulted in an increase in property and equipment and intangible assets subject to amortization.
+Added: The increase in depreciation, amortization and accretion expense for the year ended December 31, 2020 was primarily attributable to the acquisition, lease or construction of new sites since the beginning of the prior-year period, including due to the Eaton Towers Acquisition and the Entel Acquisition, which resulted in increases in property and equipment and intangible assets subject to amortization, partially offset by foreign currency exchange rate fluctuations.
Other Operating Expenses
−Removed: Year Ended December 31,
−Removed: Percent Change 2019 vs 2018
−Removed: Percent Change 2018 vs 2017
+Added: Year Ended December 31, Percent Change 2020 vs 2019
Other operating expenses $ 265.8 $ 166.3 60 %
−Removed: The decrease in other operating expenses for the year ended December 31, 2019 was primarily attributable to decreases in impairment charges of $299.8 million and losses on sales or disposals of assets of $40.5 million.
−Removed: The increase in other operating expenses for the year ended December 31, 2018 was primarily attributable to an increase in impairment charges of $182.6 million and an increase of $52.8 million in losses on sales or disposals of assets.
−Removed: The impairment charges included $258.3 million related to tower and network intangible assets and $107.3 million related to tenant relationships in our Asia property segment due to the settlement with Tata, Aircel Ltd.’s (“Aircel”) filing for bankruptcy protection and other carrier consolidation-driven churn in India.
−Removed: The increase was also attributable to the nonrecurrence of a $22.2 million refund of acquisition costs recorded in the prior-year period related to an acquisition in Brazil, partially offset by $10.0 million to fund our charitable foundation in the 2017.
+Added: The increase in other operating expenses for the year ended December 31, 2020 was primarily attributable to increases in impairment charges of $128.6 million, including an increase of $66.2 million in impairment charges related to Right-of-use assets.
+Added: These items were partially offset by a decrease in losses on sales or disposals of assets of $27.8 million and a one-time benefit in Brazil in the current period.
Total Other Expense
−Removed: Year Ended December 31,
−Removed: Percent Change 2019 vs 2018
−Removed: Percent Change 2018 vs 2017
+Added: Year Ended December 31, Percent Change 2020 vs 2019
Total Other expense $ 1,066.4 $ 772.0 38 %
Total other expense consists primarily of interest expense and realized and unrealized foreign currency gains and losses.
−Removed: We record unrealized foreign currency gains or losses as a result of foreign currency fluctuations primarily associated with our intercompany notes and similar unaffiliated balances denominated in a currency other than the subsidiaries’ functional currencies.
−Removed: The increase in total other expense during the year ended December 31, 2019 was due to (i) a decrease in other income of $16.8 million, primarily due to the nonrecurrence of a gain of $9.7 million associated with the write-offs of the capital lease liability and Economic Rights Agreement and related amortization in conjunction with the note extinguishment with TV Azteca during the year ended December 31, 2018 and (ii) an increase in loss on retirement of long-term obligations of $18.9 million primarily due to a loss of $22.1 million, attributable to the repayment of the 5.050% senior unsecured notes due 2020 (the “5.050% Notes”).
−Removed: These items were partially offset by foreign currency gains of $6.1 million in the current period, compared to foreign currency losses of $4.5 million in the prior-year period and a decrease in net interest expense of $3.4 million.
−Removed: The increase in total other expense during the year ended December 31, 2018 was primarily due to additional interest expense of $75.9 million due to a $2.0 billion increase in our average debt outstanding and foreign currency losses of $4.5 million in the current period, compared to foreign currency gains of $26.4 million in the prior-year period.
−Removed: The increase was partially offset by (i) a decrease in loss on retirement of long-term obligations of $66.9 million due to the nonrecurrence of a loss of $70.2 million recorded in the prior-year period attributable to the redemptions of the 7.25% senior unsecured notes due 2019 and the 4.500% senior unsecured notes due 2018 and the repayment of the Secured Cellular Site Revenue Notes, Series 2012-2 Class A, Series 2012-2 Class B and Series 2012-2 Class C and Secured Cellular Site Revenue Notes, Series 2010-2, Class C and Series 2010-2, Class F, (ii) an increase in other income of $23.4 million partially due to the write-offs of the capital lease liability and Economic Rights Agreement and related amortization in conjunction with the note extinguishment with TV Azteca and (iii) an additional $19.3 million in interest income, compared to the prior-year period.
−Removed: Income Tax (Benefit) Provision
−Removed: Year Ended December 31,
−Removed: Percent Change 2019 vs 2018
−Removed: Percent Change 2018 vs 2017
−Removed: Income tax (benefit) provision
+Added: We record unrealized foreign currency gains or losses as a result of foreign currency exchange rate fluctuations primarily associated with our intercompany notes and similar unaffiliated balances denominated in a currency other than the subsidiaries’ functional currencies.
+Added: The increase in total other expense during the year ended December 31, 2020 was due to foreign currency losses of $216.4 million in the current period, as compared to foreign currency gains of $6.1 million in the prior-year period, and a loss on retirement of long-term obligations of $71.8 million in the current period, attributable to the repayment of our 5.900% senior unsecured notes due 2021 (the “5.900% Notes”), our 3.300% senior unsecured notes due 2021 (the “3.300% Notes”) and our 3.450% senior unsecured notes due 2021 (the “3.450% Notes”), as compared to a loss on retirement of long-term obligations of $22.2 million during the prior-year period, primarily attributable to the repayment of our 5.050% senior unsecured notes due 2020 (the “5.050% Notes”).
+Added: Income Tax Provision (Benefit)
+Added: Year Ended December 31, Percent Change 2020 vs 2019
+Added: Income tax provision (benefit) $ 129.6 $ (0.2) (64,900) %
Effective tax rate 7.1 % (0.0) %
2 unchanged sentences
Consequently, the effective tax rate on income from continuing operations for each of the years ended December 31, 2020 and 2019 differs from the federal statutory rate.
−Removed: The decrease in the income tax benefit for the year ended December 31, 2019 was primarily attributable to an increase in foreign earnings subject to taxation in the current period, offset by a $113.0 million benefit arising from revaluing our net deferred tax liability due to tax law changes in India.
−Removed: The income tax benefit for the year ended December 31, 2018 was favorably impacted by certain events in India and a one-time benefit, discussed below.
−Removed: The change in the income tax (benefit) provision for the year ended December 31, 2018 was primarily attributable to a decrease in foreign earnings subject to taxation in the current period, primarily resulting from impairment charges and accelerated amortization in India, and a one-time benefit of $85.7 million related to the restructuring of international operations
−Removed: in certain jurisdictions.
−Removed: The income tax provision for the year ended December 31, 2017 was favorably impacted by a clarification in income tax law in Ghana.
+Added: The change in the income tax provision (benefit) for the year ended December 31, 2020 was primarily attributable to a $113.0 million one-time tax benefit included in the prior-year period arising from revaluing our net deferred tax liability due to tax law changes in India, partially offset by changes in the valuation allowance in the current year.
Net Income / Adjusted EBITDA and Net Income / Nareit FFO attributable to American Tower Corporation common stockholders / Consolidated AFFO / AFFO attributable to American Tower Corporation common stockholders
−Removed: Year Ended December 31,
−Removed: Percent Change 2019 vs 2018
−Removed: Percent Change 2018 vs 2017
−Removed: Income tax (benefit) provision
+Added: Year Ended December 31, Percent Change 2020 vs 2019
+Added: Net income $ 1,691.5 $ 1,916.6 (12) %
+Added: Income tax provision (benefit) 129.6 (0.2) (64,900)
+Added: Other expense (income) 240.8 (17.6) (1,468)
Loss on retirement of long-term obligations 71.8 22.2 223
5 unchanged sentences
Adjusted EBITDA $ 5,156.4 $ 4,744.5 9 %
−Removed: Year Ended December 31,
−Removed: Percent Change 2019 vs 2018
−Removed: Percent Change 2018 vs 2017
+Added: Year Ended December 31, Percent Change 2020 vs 2019
+Added: Net income $ 1,691.5 $ 1,916.6 (12) %
Real estate related depreciation, amortization and accretion 1,674.1 1,578.8 6
Losses from sale or disposal of real estate and real estate related impairment charges (1) 241.8 139.5 73
−Removed: Dividends on preferred stock
Dividend to noncontrolling interest (7.9) (13.2) (40)
8 unchanged sentences
Payment of shareholder loan interest (3) (63.3) (14.2) 346
−Removed: Other income (4)
+Added: Other expense (income) (4) 240.8 (17.6) (1,468)
Loss on retirement of long-term obligations 71.8 22.2 223
7 unchanged sentences
_______________
−Removed: Included in these amounts are impairment charges of $94.2 million , $394.0 million and $211.4 million for the years ended December 31, 2019 , 2018 and 2017 , respectively.
+Added: (1) Included in these amounts are impairment charges of $222.8 million and $94.2 million for the years ended December 31, 2020 and 2019, respectively.
(2) For the year ended December 31, 2019, amount includes a tax benefit of $113.0 million as a result of revaluing our net deferred tax liability due to tax law changes in India.
−Removed: For the year ended December 31, 2018, amount includes a tax benefit primarily attributable to the tax effect of an increase in impairment charges and a one-time benefit for restructuring-related activity in foreign jurisdictions offset by the nonrecurrence of prior-year benefit from a clarification in income tax law in Ghana.
−Removed: Relates to the payment of capitalized interest associated with the shareholder loan previously owed to our joint venture partner in Ghana (see note 9 to our consolidated financial statements included in this Annual Report).
−Removed: This long-term deferred interest was previously expensed but excluded from Consolidated AFFO.
−Removed: Includes (gains) losses on foreign currency exchange rate fluctuations of ($6.1 million), $4.5 million and ($26.4 million), respectively.
+Added: (3) For the year ended December 31, 2020, relates to the payment of capitalized interest associated with the acquisition of MTN’s redeemable noncontrolling interests in each of our joint ventures in Ghana and Uganda (see note 15 to our consolidated financial statements included in this Annual Report).
+Added: For the year ended December 31, 2019, relates to the payment of capitalized interest associated with the shareholder loan previously owed to our joint venture partner in Ghana.
+Added: These long-term deferred interest payments were previously expensed but excluded from Consolidated AFFO.
+Added: (4) Includes losses (gains) on foreign currency exchange rate fluctuations of $216.4 million and ($6.1 million), respectively.
(5) Primarily includes acquisition-related costs and integration costs.
−Removed: For the year ended December 31, 2019, amount also includes the receipt of $13.1 million related to pre-acquisition contingencies and settlements.
−Removed: For the year ended December 31, 2017, amount also includes refunds for acquisition costs and a charitable contribution.
(6) Includes adjustments for the impact on both Nareit FFO attributable to American Tower Corporation common stockholders as well as the other line items included in the calculation of Consolidated AFFO.
Year Ended December 31, 2020
−Removed: The increase in net income was primarily due to an increase in our operating profit, a decrease in other operating expenses, primarily related to a decrease in impairment charges of $299.8 million and a decrease in stock-based compensation expense, partially offset by a change in the income tax benefit and an increase in loss on retirement of long-term obligations of $18.9 million during the period, attributable to the repayment of the 5.050% Notes.
+Added: The decrease in net income was primarily due to (i) an increase in other expense, attributable to an increase in net foreign currency losses, and a loss on retirement of long-term obligations of $71.8 million, attributable to the repayment of the 5.900% Notes, the 3.300% Notes and the 3.450% Notes, as compared to a loss on retirement of long-term obligations of $22.2 million during the year ended December 31, 2019, primarily attributable to the repayment of the 5.050% Notes, (ii) a change in the income tax provision (benefit), (iii) an increase in depreciation, amortization and accretion expense and (iv) an increase in other operating expenses, primarily attributable to an increase in impairment charges, partially offset by an increase in our operating profit.
The increase in Adjusted EBITDA was primarily attributable to the increase in our gross margin and was partially offset by an increase in SG&A, excluding the impact of stock-based compensation expense, of $39.1 million.
−Removed: The decrease in Consolidated AFFO was primarily the result of a decrease in our operating profit, excluding the impact of straight-line accounting, and increases in capital improvement and corporate capital expenditures, partially offset by a decrease in the income tax benefit net of deferred amounts and a decrease in dividends on preferred stock.
−Removed: The increase in AFFO attributable to American Tower Corporation common stockholders was attributable to lower adjustments for unconsolidated affiliates and noncontrolling interests primarily as a result of a decrease in the operating profit in our Asia property segment due to our October 2018 settlement with Tata, partially offset by the decrease in Consolidated AFFO described above.
−Removed: Year Ended December 31, 2018
−Removed: The increase in net income was primarily due to an increase in our operating profit, the change in the income tax (benefit) provision and the nonrecurrence of a loss on retirement of long-term obligations of $70.2 million recorded in the prior-year period, partially offset by an increase in other operating expenses, primarily related to an increase in impairment charges of $182.6 million, and increases in depreciation, amortization and accretion expense and interest expense.
−Removed: The increase in Adjusted EBITDA was primarily attributable to the increase in our gross margin, partially offset by an increase in SG&A of $67.6 million, excluding the impact of stock-based compensation expense.
−Removed: The growth in Consolidated AFFO and AFFO attributable to American Tower Corporation common stockholders was primarily attributable to the increase in our operating profit, a decrease in dividends on preferred stock and a decrease in the adjustment for straight-line revenue, partially offset by increases in cash paid for interest, capital improvement capital expenditures and corporate SG&A.
+Added: The increase in Consolidated AFFO and AFFO attributable to American Tower Corporation common stockholders was primarily attributable to the increase in our operating profit, excluding the impact of straight-line accounting and decreases in capital improvement and corporate capital expenditures, which were partially offset by an increase in cash paid for interest, including previously deferred interest associated with the shareholder loans.
+Added: The growth in AFFO attributable to American
+Added: Tower Corporation common stockholders was also impacted by lower adjustments for unconsolidated affiliates and noncontrolling interests in Africa, which is now fully consolidated.
Liquidity and Capital Resources
1 unchanged sentence
Our significant 2020 financing transactions included:
−Removed: Unsecured $1.3 billion term loan due February 13, 2020 (the “2019 364-Day Term Loan”).
−Removed: Registered public offerings in an aggregate amount of $4.9 billion of senior unsecured notes with maturities ranging from 2024 to 2049.
−Removed: Redemptions of the 3.40% senior unsecured notes due 2019 (the “ 3.40% Notes”) and the 5.050% Notes for an aggregate amount of $1.7 billion .
−Removed: Amendment and restatements of our multicurrency senior unsecured revolving credit facility entered into in June 2013, as amended (as amended and restated, the “2019 Multicurrency Credit Facility”), our senior unsecured revolving credit facility entered into in January 2012 and amended and restated in September 2014, as further amended (as amended and restated, the “2019 Credit Facility”) and our unsecured term loan entered into in October 2013, as amended (as amended and restated, the “2019 Term Loan”) to, among other things, (i) extend each of the maturity dates by one year to June 28, 2023, January 31, 2025 and January 31, 2025, respectively and (ii) increase the commitments under each of the 2019 Multicurrency Credit Facility and the 2019 Credit Facility to $3.0 billion and $2.25 billion , respectively.
+Added: • Entry into (i) a $750.0 million unsecured term loan due February 12, 2021 (the “2020 Term Loan”) and (ii) the April 2020 Term Loan (as defined below), which was repaid in full during the year ended December 31, 2020.
+Added: • Registered public offerings in an aggregate amount of $8.0 billion, including an aggregate amount of 1.4 billion EUR, of senior unsecured notes with maturities ranging from 2024 to 2051.
+Added: • Redemption of the 5.900% Notes, our 2.800% senior unsecured notes due 2020 (the “2.800% Notes”), the 3.300% Notes and the 3.450% Notes for an aggregate amount of $2.7 billion.
+Added: • Repayment of $350.0 million aggregate principal amount outstanding under the American Tower Secured Revenue Notes, Series 2015-1, Class A (the “Series 2015-1 Notes”).
+Added: • Establishment of an “at the market” stock offering program through which we may issue and sell shares of our common stock having an aggregate gross sales price of up to $1.0 billion (the “2020 ATM Program”).
The following table summarizes our liquidity as of December 31, 2020 (in millions):
5 unchanged sentences
Total liquidity $ 4,896.7
−Removed: Subsequent to December 31, 2019 , we made net repayments of $600.0 million under the 2019 Credit Facility, including repayments of approximately $1,483.4 million using the proceeds from our issuance of the 2.400% Notes and 2.900% Notes (each as defined below), and made net borrowings of $271.8 million under the 2019 Multicurrency Credit Facility.
−Removed: The borrowings were used to repay existing indebtedness and for general corporate purposes.
+Added: Subsequent to December 31, 2020, we made additional borrowings of (i) $50.0 million under our $2.9 billion senior unsecured revolving credit facility, as amended and restated in December 2019 and as further amended as described below ( the “2019 Credit Facility”), and (ii) $1.8 billion under our $4.1 billion senior unsecured multicurrency revolving credit facility, as amended and restated in December 2019 and as further amended as described below (the “2019 Multicurrency Credit Facility”) .
+Added: The borrowings were used to repay existing indebtedness, including repayment of the InSite Debt and the 2020 Term Loan, and for general corporate purposes.
Summary cash flow information is set forth below for the years ended December 31, (in millions):
+Added: 2020 2019 2018
Net cash provided by (used for):
4 unchanged sentences
Net increase in cash and cash equivalents, and restricted cash $ 283.4 $ 273.1 $ 350.0
−Removed: We use our cash flows to fund our operations and investments in our business, including tower maintenance and improvements, communications site construction and managed network installations and tower and land acquisitions.
+Added: We use our cash flows to fund our operations and investments in our business, including tower maintenance and improvements, communications site construction, managed network installations and tower and land acquisitions.
Additionally, we use our cash flows to make distributions, including distributions of our REIT taxable income to maintain our qualification for taxation as a REIT under the Code.
1 unchanged sentence
We typically fund our international expansion efforts primarily through a combination of cash on hand, intercompany debt and equity contributions.
−Removed: In April 2019, Tata Teleservices and Tata Sons Limited, two of our minority holders in India, delivered notice of exercise of their put options with respect to their remaining combined holdings in our Indian subsidiary, ATC TIPL (see note 15 to our consolidated financial statements included in this Annual Report).
−Removed: Accordingly, we expect to pay an amount equivalent to INR 24.8 billion (approximately $347.6 million at the December 31, 2019 exchange rate) to redeem the put shares in the first half of 2020, subject to regulatory approval.
−Removed: In connection with the closing of the Eaton Towers Acquisition (see note 7 to our
−Removed: consolidated financial statements included in this Annual Report), we entered into an agreement with MTN to acquire MTN’s noncontrolling interests in each of our joint ventures in Ghana and Uganda for total consideration of approximately $523.0 million .
−Removed: The transaction is expected to close in the first quarter of 2020, subject to regulatory approval and other closing conditions.
+Added: During the year ended December 31, 2020, we completed the acquisition of MTN’s noncontrolling interests in each of our joint ventures in Ghana and Uganda for total consideration of approximately $524.4 million (see note 15 to our consolidated financial statements included in this Annual Report), which resulted in an increase in our controlling interests in such joint ventures from 51% to 100%.
+Added: During the year ended December 31, 2020, we redeemed Tata Teleservices Limited and Tata Sons’ remaining combined holdings of ATC TIPL (see note 15 to our consolidated financial statements included in this Annual Report), for total consideration of INR 24.8 billion ($337.3 million at the date of redemption).
+Added: As a result of the redemption, our controlling interest in ATC TIPL increased from 79% to 92% and the noncontrolling interest decreased from 21% to 8%.
+Added: In February 2021, we entered into an agreement with Macquarie SBI Infrastructure Investments Pte Limited and SBI Macquarie Infrastructure Trust, our remaining minority holders in ATC TIPL, to redeem 100% of their combined holdings in ATC TIPL (see note 15 to our consolidated financial statements included in this Annual Report) at a price of INR 175 per share, subject to certain adjustments.
+Added: Accordingly, we expect to pay an amount equivalent to INR 12.9 billion (approximately $176.6 million) to redeem the shares in 2021, subject to regulatory approval.
+Added: After the completion of the redemption, we will hold a 100% ownership interest in ATC TIPL.
As of December 31, 2020, we had total outstanding indebtedness of $29.5 billion, with a current portion of $0.8 billion.
−Removed: During the year ended December 31, 2019 , we generated sufficient cash flow from operations to fund our capital expenditures and debt service obligations, as well as our required distributions.
−Removed: We believe the cash generated by operating activities during the year ending December 31, 2020 , together with our borrowing capacity under our credit facilities and cash on hand, will be sufficient to fund our required distributions, capital expenditures, debt service obligations (interest and principal repayments) and signed acquisitions.
+Added: During the year ended December 31, 2020, we generated sufficient cash flow from operations, together with borrowings under our credit facilities and cash on hand, to fund our capital expenditures and debt service obligations, as well as our required distributions.
+Added: We believe the cash generated by operating activities during the year ending December 31, 2021, together with our increased borrowing capacity under our credit facilities, recently executed delayed draw term loans and bridge loan commitment, will be sufficient to fund our required distributions, capital expenditures, debt service obligations (interest and principal repayments) and signed acquisitions.
+Added: Our material current and long term cash requirements are further described below.
As of December 31, 2020, we had $1.5 billion of cash and cash equivalents held by our foreign subsidiaries, of which $570.5 million was held by our joint ventures.
4 unchanged sentences
The primary factors that impacted cash provided by operating activities as compared to the year ended December 31, 2019, include:
−Removed: An increase in non-cash operating activities, including an increase of approximately $95.9 million in straight-line revenue and a decrease of approximately $13.5 million in straight-line expense;
• An increase in our operating profit of $431.4 million;
−Removed: A decrease of approximately $39.5 million in cash paid for interest.
+Added: • An increase in non-cash operating activities, including an increase of approximately $138.5 million in straight-line revenue, partially offset by an increase of approximately $7.2 million in straight-line expense;
+Added: • An increase in cash required for working capital, primarily as a result of an increase in accounts receivable;
+Added: • An increase of approximately $12.1 million in cash paid for interest.
For the year ended December 31, 2019, cash provided by operating activities increased $4.3 million as compared to the year ended December 31, 2018.
The primary factors that impacted cash provided by operating activities as compared to the year ended December 31, 2018, include:
+Added: • An increase in non-cash operating activities, including an increase of approximately $95.9 million in straight-line revenue and a decrease of approximately $13.5 million in straight-line expense;
• An increase in our operating profit of $78.4 million;
−Removed: An increase of approximately $77.6 million in cash paid for interest;
−Removed: A decrease in cash required for working capital, primarily as a result of accounts receivable collection;
−Removed: An increase of approximately $27.4 million in cash paid for taxes.
+Added: • A decrease of approximately $39.5 million in cash paid for interest.
Cash Flows from Investing Activities
Our significant investing activities during the year ended December 31, 2020 are highlighted below:
−Removed: We spent approximately $ 3.0 billion for acquisitions, primarily related to the Eaton Towers Acquisition, the Entel Acquisition, and asset acquisitions in the United States, Colombia, Mexico, Paraguay and Peru.
−Removed: We spent $1,029.7 million for capital expenditures, as follows (in millions):
+Added: • We spent approximately $3.8 billion for acquisitions, primarily related to the InSite Acquisition and asset acquisitions in the United States, Chile, France, Mexico, Peru, Poland and South Africa.
+Added: • We spent $1.1 billion for capital expenditures, as follows (in millions):
Discretionary capital projects (1) $ 402.4
10 unchanged sentences
Our significant investing transactions in 2019 included the following:
−Removed: We spent approximately $1.9 billion for acquisitions, primarily related to the funding of the Idea Acquisition and the Vodafone Acquisition, as well as asset acquisitions in the United States, Kenya and Brazil.
+Added: • We spent approximately $3.0 billion for acquisitions, primarily related to the Eaton Towers Acquisition, the Entel Acquisition and asset acquisitions in the United States, Colombia, Mexico, Paraguay and Peru.
• We spent $1,029.7 million for capital expenditures, as follows (in millions):
7 unchanged sentences
(1) Includes the construction of 4,511 communications sites globally.
−Removed: Includes $32.0 million of capital lease payments included in Repayments of notes payable, credit facilities, term loan, senior notes, secured debt, finance leases and capital leases in the cash flow from financing activities in our consolidated statement of cash flows.
+Added: (2) Includes $29.6 million of perpetual land easement payments reported in Deferred financing costs and other financing activities in the cash flows from financing activities in our consolidated statements of cash flows.
+Added: (3) Includes $18.0 million of finance lease payments included in Repayments of notes payable, credit facilities, term loan, senior notes, secured debt, finance leases and capital leases in the cash flow from financing activities in our consolidated statements of cash flows.
(4) Net of purchase credits of $9.2 million on certain assets, which are reported in operating activities in our consolidated statements of cash flows.
3 unchanged sentences
We expect that our 2021 total capital expenditures will be as follows (in millions):
−Removed: Discretionary capital projects (1)
−Removed: Ground lease purchases
−Removed: Capital improvements and corporate expenditures
−Removed: Redevelopment
−Removed: Start-up capital projects
−Removed: Total capital expenditures
+Added: Discretionary capital projects (1) $ 475 to $ 505
+Added: Ground lease purchases 230 to 250
+Added: Capital improvements and corporate expenditures 165 to 175
+Added: Redevelopment 290 to 310
+Added: Start-up capital projects 190 to 210
+Added: Total capital expenditures $ 1,350 to $ 1,450
_______________
3 unchanged sentences
Year Ended December 31,
+Added: 2020 2019 2018
Proceeds from issuance of senior notes, net $ 7,925.1 $ 4,876.7 $ 584.9
−Removed: Proceeds from (repayments of) credit facilities, net
+Added: (Repayments of) proceeds from credit facilities, net (5.1) 425.0 (695.9)
Distributions paid on common and preferred stock (1,928.2) (1,603.0) (1,342.4)
1 unchanged sentence
Repayments of securitized debt (350.0) — (500.0)
−Removed: (Distributions to) contributions from noncontrolling interest holders, net (1)
+Added: Distributions to noncontrolling interest holders, net (12.3) (11.8) (14.4)
Repayments of senior notes (2,650.0) (1,700.0) —
−Removed: (Repayments of) proceeds from term loan, net
−Removed: Purchase of redeemable noncontrolling interest (2)
+Added: (Repayments of) proceeds from term loans, net (250.0) (500.0) 1,500.0
+Added: Purchases of redeemable noncontrolling interests (1) (861.7) (425.7) —
Proceeds from issuance of securities in securitization transaction — — 500.0
_______________
−Removed: 2017 contributions primarily relate to the funding of the FPS Acquisition.
−Removed: In the fourth quarter of 2018, two of our minority holders in India delivered notice of exercise of their put options with respect to certain shares in our Indian subsidiary, ATC TIPL.
−Removed: During the year ended December 31, 2019, we completed the redemption of the put shares for total consideration of INR 29.4 billion ($425.7 million at the date of redemption).
+Added: (1) Includes the redemption of minority interests in ATC TIPL.
+Added: For the year ended December 31, 2020, also includes the redemption of MTN’s noncontrolling interests in each of our joint ventures in Ghana and Uganda.
Repayments of Senior Notes
−Removed: Repayment of 3.40% Senior Notes —On the February 15, 2019 maturity date, we repaid $1.0 billion aggregate principal amount of the 3.40% Notes.
−Removed: The 3.40% Notes were repaid with borrowings from the 2019 Multicurrency Credit Facility and the 2019 Credit Facility.
−Removed: Upon completion of the repayment, none of the 3.40% Notes remained outstanding.
−Removed: Repayment of 5.050% Senior Notes —On April 22, 2019, we redeemed all of the $700.0 million aggregate principal amount of the 5.050% Notes at a price equal to 103.0050% of the principal amount, plus accrued and unpaid interest up to, but excluding April 22, 2019, for an aggregate redemption price of $726.0 million , including $5.0 million in accrued and unpaid interest.
−Removed: We recorded a loss on retirement of long-term obligations of $22.1 million , which includes prepayment consideration of $21.0 million and the associated unamortized discount and deferred financing costs.
−Removed: The redemption was funded with borrowings from the 2019 Credit Facility and cash on hand.
−Removed: Upon completion of the repayment, none of the 5.050% Notes remained outstanding.
−Removed: Repayment of 5.900% Senior Notes —On January 15, 2020, we redeemed all of the $500.0 million aggregate principal amount of 5.900% senior unsecured notes due 2021 (the “ 5.900% Notes”) at a price equal to 106.7090% of the principal amount, plus accrued and unpaid interest up to, but excluding January 15, 2020, for an aggregate redemption price of $539.6 million , including $6.1 million in accrued and unpaid interest.
+Added: Repayment of 5.900% Senior Notes —On January 15, 2020, we redeemed all of the $500.0 million aggregate principal amount of the 5.900% Notes at a price equal to 106.7090% of the principal amount, plus accrued and unpaid interest up to, but excluding January 15, 2020, for an aggregate redemption price of approximately $539.6 million, including $6.1 million in accrued and unpaid interest.
We recorded a loss on retirement of long-term obligations of $34.6 million, which includes prepayment consideration of $33.5 million and the associated unamortized discount and deferred financing costs.
−Removed: The redemption was funded with borrowings from the 2019 Credit Facility and cash on hand.
−Removed: Upon completion of the repayment, none of the 5.900% Notes remained outstanding.
+Added: The redemption was funded with borrowings under the 2019 Credit Facility and cash on hand.
+Added: Upon completion of the redemption, none of the 5.900% Notes remained outstanding.
+Added: Repayment of 2.800% Senior Notes —On May 11, 2020, we redeemed all of the $750.0 million aggregate principal amount of the 2.800% Notes at a price equal to the principal amount, together with accrued interest up to, but excluding May 11, 2020, for an aggregate redemption price of approximately $759.3 million, including $9.3 million in accrued interest.
+Added: The redemption was funded with borrowings under the 2019 Credit Facility and cash on hand.
+Added: Upon completion of the redemption, none of the 2.800% Notes remained outstanding.
+Added: Repayment of 3.450% Senior Notes and 3.300% Senior Notes —On July 6, 2020, we redeemed all of the $650.0 million aggregate principal amount of the 3.450% Notes at a price equal to 103.5980% of the principal amount of the 3.450% Notes, plus accrued and unpaid interest up to, but excluding, July 6, 2020, for an aggregate redemption price of $680.3 million, including $6.9 million in accrued and unpaid interest.
+Added: Also on July 6, 2020, we redeemed all of the $750.0 million aggregate principal amount of the 3.300% Notes at a price equal to 101.5090% of the principal amount of the 3.300% Notes, plus accrued and unpaid interest up to, but excluding, July 6, 2020, for an aggregate redemption price of $771.0 million, including $9.7 million in accrued and unpaid interest.
+Added: We recorded a loss on retirement of long-term obligations of approximately $37.2 million, which includes prepayment consideration of $34.7 million and the associated unamortized discount and deferred financing costs.
+Added: The redemptions were funded with borrowings under the 2019 Credit Facility and cash on hand.
+Added: Upon completion of these redemptions, none of the 3.450% Notes or the 3.300% Notes remained outstanding.
Offerings of Senior Notes
−Removed: 3.375% Senior Notes and 3.950% Senior Notes Offering —On March 15, 2019, we completed a registered public offering of $650.0 million aggregate principal amount of 3.375% senior unsecured notes due 2024 (the “3.375% Notes”) and $600.0 million aggregate principal amount of 3.950% senior unsecured notes due 2029 (the “3.950% Notes”).
+Added: 2.400% Senior Notes and 2.900% Senior Notes Offering— On January 10, 2020, we completed a registered public offering of $750.0 million aggregate principal amount of 2.400% senior unsecured notes due 2025 (the “2.400% Notes”) and $750.0 million aggregate principal amount of 2.900% senior unsecured notes due 2030 (the “2.900% Notes”).
The net proceeds from this offering were approximately $1,483.4 million, after deducting commissions and estimated expenses.
−Removed: We used the net proceeds to repay existing indebtedness under the 2019 Multicurrency Credit Facility and the 2019 Credit Facility.
−Removed: 2.950% Senior Notes and 3.800% Senior Notes Offering —On June 13, 2019, we completed a registered public offering of $650.0 million aggregate principal amount of 2.950% senior unsecured notes due 2025 (the “ 2.950% Notes”) and $1.65 billion aggregate principal amount of 3.800% senior unsecured notes due 2029 (the “ 3.800% Notes”).
+Added: We used the net proceeds to repay existing indebtedness under the 2019 Credit Facility.
+Added: 1.300% Senior Notes, 2.100% Senior Notes and 3.100% Senior Notes Offering— On June 3, 2020, we completed a registered public offering of $500.0 million aggregate principal amount of 1.300% senior unsecured notes due 2025 (the “1.300% Notes”), $750.0 million aggregate principal amount of 2.100% senior unsecured notes due 2030 (the “2.100% Notes”) and $750.0 million aggregate principal amount of 3.100% senior unsecured notes due 2050 (the “Initial 3.100% Notes”) .
The net proceeds from this offering were approximately $1,968.2 million, after deducting commissions and estimated expenses.
−Removed: We used the net proceeds to repay existing indebtedness under the 2019 Multicurrency Credit Facility and the 2019 Credit Facility.
−Removed: 2.750% Senior Notes and 3.700% Senior Notes Offering —On October 3, 2019, we completed a registered public offering of $750.0 million aggregate principal amount of 2.750% senior unsecured notes due 2027 (the “2.750% Notes”) and $600.0 million aggregate principal amount of 3.700% senior unsecured notes due 2049 (the “ 3.700% Notes”).
+Added: We used the net proceeds to repay existing indebtedness under the 2019 Credit Facility and for general corporate purposes.
+Added: 0.500% Senior Notes and 1.000% Senior Notes Offering— On September 10, 2020, we completed a registered public offering of 750.0 million EUR ($886.1 million at the date of issuance) aggregate principal amount of 0.500% senior unsecured notes due 2028 (the “0.500% Notes”) and 650.0 million EUR ($768.0 million at the date of issuance) aggregate principal amount of 1.000% senior unsecured notes due 2032 (the “1.000% Notes”).
+Added: The net proceeds from this offering were approximately 1,385.2 million EUR ($1,636.6 million at the date of issuance), after deducting commissions and estimated expenses.
+Added: We used the net proceeds to repay existing indebtedness under the 2019 Multicurrency Credit Facility and the April 2020 Term Loan (as defined below) and for general corporate purposes.
+Added: 1.875% Senior Notes and 3.100% Senior Notes Offering— On September 28, 2020, we completed a registered public offering of $300.0 million aggregate principal amount through a reopening of the Initial 3.100% Notes (the “Reopened 3.100% Notes” and, collectively with the Initial 3.100% Notes, the “3.100% Notes”) and $800.0 million aggregate principal amount of 1.875% senior unsecured notes due 2030 (the “1.875% Notes”).
The net proceeds from this offering were approximately $1,092.1 million, after deducting commissions and estimated expenses.
−Removed: We used the net proceeds to repay existing indebtedness under the 2019 Multicurrency Credit Facility and the 2019 364-Day Term Loan.
−Removed: 2.400% Senior Notes and 2.900% Senior Notes Offering —On January 10, 2020, we completed a registered public offering of $750.0 million aggregate principal amount of 2.400% senior unsecured notes due 2025 (the “ 2.400% Notes”) and $750.0 million aggregate principal amount of 2.900% senior unsecured notes due 2030 (the “ 2.900% Notes”, and collectively with the 3.375% Notes, the 3.950% Notes, the 2.950% Notes, the 3.800% Notes, the 2.750% Notes, the 3.700% Notes and the 2.400% Notes, the “Notes”).
+Added: We used the net proceeds to repay existing indebtedness under the 2019 Credit Facility and the April 2020 Term Loan (as defined below).
+Added: 0.600% Senior Notes, 1.500% Senior Notes and 2.950% Senior Notes Offering— On November 20, 2020, we completed a registered public offering of $500.0 million aggregate principal amount of 0.600% senior unsecured notes due 2024 (the “0.600% Notes”), $650.0 million aggregate principal amount of 1.500% senior unsecured notes due 2028 (the “1.500% Notes”)
+Added: and $550.0 million aggregate principal amount of 2.950% senior unsecured notes due 2051 (the “2.950% Notes” and, collectively with the 2.400% Notes, the 2.900% Notes, the 1.300% Notes, the 2.100% Notes, the 3.100% Notes, the 0.500% Notes, the 1.000% Notes, the 1.875% Notes, the 0.600% Notes and the 1.500% Notes, the “Notes”) .
The net proceeds from this offering were approximately $1,678.9 million, after deducting commissions and estimated expenses.
−Removed: We used the net proceeds to repay existing indebtedness under the 2019 Credit Facility.
+Added: We used the net proceeds to repay existing indebtedness under the 2019 Credit Facility and for general corporate purposes, including the funding of the InSite Acquisition.
The key terms of the Notes are as follows:
−Removed: Aggregate Principal Amount
−Removed: (in millions)
−Removed: Offering Date and Interest Accrual Date
−Removed: Maturity Date
−Removed: Contractual Interest Rate
−Removed: First Interest Payment
−Removed: Interest Payments Due (1)
−Removed: Par Call Date (2)
−Removed: March 15, 2019
−Removed: November 15, 2019
−Removed: May 15 and November 15
−Removed: April 15, 2024
−Removed: March 15, 2019
−Removed: March 15, 2029
−Removed: September 15, 2019
−Removed: March 15 and September 15
−Removed: December 15, 2028
−Removed: June 13, 2019
−Removed: January 15, 2025
−Removed: January 15, 2020
−Removed: January 15 and July 15
−Removed: December 15, 2024
−Removed: June 13, 2019
−Removed: August 15, 2029
−Removed: February 15, 2020
−Removed: February 15 and August 15
−Removed: October 3, 2019
−Removed: January 15, 2027
−Removed: January 15, 2020
−Removed: January 15 and July 15
−Removed: November 15, 2026
−Removed: October 3, 2019
−Removed: October 15, 2049
−Removed: April 15, 2020
−Removed: April 15 and October 15
−Removed: April 15, 2049
−Removed: January 10, 2020
−Removed: March 15, 2025
−Removed: September 15, 2020
−Removed: March 15 and September 15
−Removed: February 15, 2025
−Removed: January 10, 2020
−Removed: January 15, 2030
−Removed: July 15, 2020
−Removed: January 15 and July 15
−Removed: October 15, 2029
+Added: Senior Notes Aggregate Principal Amount (in millions) Issue Date and Interest Accrual Date Maturity Date Contractual Interest Rate First Interest Payment Interest Payments Due (1) Par Call Date (2)
+Added: 2.400% Notes $ 750.0 January 10, 2020 March 15, 2025 2.400 % September 15, 2020 March 15 and September 15 February 15, 2025
+Added: 2.900% Notes $ 750.0 January 10, 2020 January 15, 2030 2.900 % July 15, 2020 January 15 and July 15 October 15, 2029
+Added: 1.300% Notes $ 500.0 June 3, 2020 September 15, 2025 1.300 % March 15, 2021 March 15 and September 15 August 15, 2025
+Added: 2.100% Notes $ 750.0 June 3, 2020 June 15, 2030 2.100 % December 15, 2020 June 15 and December 15 March 15, 2030
+Added: 3.100% Notes (3) $ 1,050.0 June 3, 2020 June 15, 2050 3.100 % December 15, 2020 June 15 and December 15 December 15, 2049
+Added: 0.500% Notes (4)
+Added: $ 886.1 September 10, 2020 January 15, 2028 0.500 % January 15, 2021 January 15 October 15, 2027
+Added: 1.000% Notes (4)
+Added: $ 768.0 September 10, 2020 January 15, 2032 1.000 % January 15, 2021 January 15 October 15, 2031
+Added: $ 800.0 September 28, 2020 October 15, 2030 1.875 % April 15, 2021 April 15 and October 15 July 15, 2030
+Added: 0.600% Notes $ 500.0 November 20, 2020 January 15, 2024 0.600 % July 15, 2021 January 15 and July 15 N/A
+Added: 1.500% Notes $ 650.0 November 20, 2020 January 31, 2028 1.500 % July 31, 2021 January 31 and July 31 November 30, 2027
+Added: 2.950% Notes $ 550.0 November 20, 2020 January 15, 2051 2.950 % July 15, 2021 January 15 and July 15 July 15, 2050
_______________
−Removed: Accrued and unpaid interest is payable in U.S.
−Removed: Dollars semi-annually in arrears and will be computed from the offering date on the basis of a 360-day year comprised of twelve 30-day months.
+Added: (1) Accrued and unpaid interest on USD denominated notes is payable in USD semi-annually in arrears and will be computed from the issue date on the basis of a 360-day year comprised of twelve 30-day months.
+Added: Interest on EUR denominated notes is payable in EUR annually in arrears and will be computed on the basis of the actual number of days in the period for which interest is being calculated and the actual number of days from and including the last date on which interest was paid on the notes, beginning on the issue date.
(2) We may redeem the Notes at any time, in whole or in part, at a redemption price equal to 100% of the principal amount of the Notes plus a make-whole premium, together with accrued interest to the redemption date.
If we redeem the Notes on or after the par call date, we will not be required to pay a make-whole premium.
+Added: (3) The Initial 3.100% Notes were issued on June 3, 2020.
+Added: The Reopened 3.100% Notes were issued on September 28, 2020.
+Added: (4) The 0.500% Notes and the 1.000% Notes are denominated in EUR.
+Added: Represents the dollar equivalent of the aggregate principal amount as of the issue date.
If we undergo a change of control and corresponding ratings decline, each as defined in the applicable supplemental indenture, we may be required to repurchase all of the Notes at a purchase price equal to 101% of the principal amount of such Notes, plus accrued and unpaid interest (including additional interest, if any), up to but not including the repurchase date.
1 unchanged sentence
The supplemental indentures contain certain covenants that restrict our ability to merge, consolidate or sell assets and our (together with our subsidiaries’) ability to incur liens.
−Removed: These covenants are subject to a number of exceptions, including that we and our subsidiaries may incur certain liens on assets, mortgages or other liens securing indebtedness if the aggregate amount of such liens does not exceed 3.5x Adjusted EBITDA, as defined in the applicable supplemental indenture.
+Added: These covenants are subject to a number of exceptions, including that we and our subsidiaries may incur certain liens on assets, mortgages or other liens securing indebtedness if the aggregate amount of indebtedness secured by such liens does not exceed 3.5x Adjusted EBITDA, as defined in the applicable supplemental indenture.
+Added: Securitizations
+Added: Repayment of Series 2015-1 Notes— On the June 2020 payment date, we repaid the entire $350.0 million aggregate principal amount outstanding under the Series 2015-1 Notes pursuant to the terms of the agreements governing such securities.
+Added: The repayment was funded with cash on hand.
+Added: As of December 31, 2020, none of the Series 2015-1 Notes remained outstanding.
+Added: Repayment of InSite Debt— The InSite Debt includes securitizations entered into by certain InSite subsidiaries.
+Added: The InSite Debt was recorded at fair value upon acquisition.
+Added: On January 15, 2021, we repaid the entire amount outstanding under the InSite Debt, plus accrued and unpaid interest up to, but excluding, January 15, 2021, for an aggregate redemption price of $826.4 million, including $2.3 million in accrued and unpaid interest.
+Added: We recorded a loss on retirement of long-term obligations of approximately $24.5 million, which consists of prepayment consideration offset by the unamortized fair value adjustment recorded upon acquisition.
+Added: The repayment of the InSite Debt was funded with borrowings from the 2019 Multicurrency Credit Facility and the 2019 Credit Facility, and cash on hand.
Bank Facilities
−Removed: In December 2019, we entered into the 2019 Multicurrency Credit Facility, the 2019 Credit Facility and the 2019 Term Loan, which amended and restated the 2013 Credit Facility, the 2014 Credit Facility and the 2013 Term Loan, respectively, to, among other things, (i) extend the maturity dates by one year to June 28, 2023, January 31, 2025 and January 31, 2025, respectively, (ii) increase the commitments under each of the 2019 Multicurrency Credit Facility and the 2019 Credit Facility to $3.0 billion and $2.25 billion , respectively, (iii) increase the maximum Revolving Loan Commitments, after giving effect to any Incremental Commitments (each as defined in the loan agreements for each of the 2019 Multicurrency Credit Facility and the 2019 Credit Facility) to $5.0 billion and $3.75 billion under the 2019 Multicurrency Credit Facility and the 2019 Credit Facility, respectively, (iv) increase the maximum Commitments, after giving effect to any Incremental Commitments (each as defined in the loan agreement for the 2019 Term Loan) to $2.25 billion under the 2019 Term Loan and (v) remove the Interest Coverage Ratio financial covenant as defined in each of the loan agreements.
−Removed: 2019 Multicurrency Credit Facility —We have the ability to borrow up to $3.0 billion under the 2019 Multicurrency Credit Facility, which includes a $1.0 billion sublimit for multicurrency borrowings, a $200.0 million sublimit for letters of credit and a $50.0 million sublimit for swingline loans.
−Removed: During the year ended December 31, 2019 , we borrowed an aggregate of $2.5 billion and repaid an aggregate of $3.7 billion of revolving indebtedness.
−Removed: We used the borrowings to fund acquisitions, including the Entel Acquisition, to purchase redeemable noncontrolling interests, to repay existing indebtedness and for general corporate purposes.
−Removed: We currently have $3.8 million of undrawn letters of credit and maintain the ability to draw down and repay amounts under the 2019 Multicurrency Credit Facility in the ordinary course.
−Removed: 2019 Credit Facility —We have the ability to borrow up to $2.25 billion under the 2019 Credit Facility, which includes a $200.0 million sublimit for letters of credit and a $50.0 million sublimit for swingline loans.
−Removed: During the year ended December 31, 2019 , we borrowed an aggregate of $3.2 billion and repaid an aggregate of $1.6 billion of revolving indebtedness.
−Removed: We used the borrowings to fund acquisitions, including the Eaton Towers Acquisition, to repay existing indebtedness and for general corporate purposes.
−Removed: We currently have $6.1 million of undrawn letters of credit and maintain the ability to draw down and repay amounts under the 2019 Credit Facility in the ordinary course.
−Removed: 2019 364-Day Term Loan —On February 14, 2019, we entered into the 2019 364-Day Term Loan, the net proceeds of which were used, together with cash on hand, to repay all amounts outstanding under the unsecured term loan entered into on March 29, 2018.
−Removed: The 2019 364-Day Term Loan matured on February 13, 2020 and had an interest rate that ranged between 0.550% and 1.375% above LIBOR for LIBOR based borrowings or up to 0.375% above the defined base rate for base rate borrowings, in each case based upon our debt ratings.
−Removed: On the February 13, 2020 maturity date, we repaid all amounts outstanding under the 2019 364-Day Term Loan with proceeds from the 2020 Term Loan (as defined below), borrowings from the 2019 Credit Facility and cash on hand.
−Removed: As of December 31, 2019 , the key terms under the 2019 Multicurrency Credit Facility, the 2019 Credit Facility, the 2019 Term Loan and the 2019 364-Day Term Loan were as follows:
−Removed: Bank Facility (1)
−Removed: Outstanding Principal Balance
−Removed: Maturity Date
−Removed: LIBOR borrowing interest rate range (2)
−Removed: Base rate borrowing interest rate range (2)
−Removed: Current margin over LIBOR and the base rate, respectively
−Removed: 2019 Multicurrency Credit Facility
−Removed: June 28, 2023
−Removed: 0.875% - 1.750%
−Removed: 0.000% - 0.750%
−Removed: 1.125% and 0.125%
−Removed: 2019 Credit Facility
−Removed: January 31, 2025
−Removed: 0.875% - 1.750%
−Removed: 0.000% - 0.750%
−Removed: 1.125% and 0.125%
−Removed: 2019 Term Loan
−Removed: January 31, 2025
−Removed: 0.875% - 1.750%
−Removed: 0.000% - 0.750%
−Removed: 1.125% and 0.125%
−Removed: 2019 364-Day Term Loan
−Removed: February 13, 2020
−Removed: 0.550% - 1.375%
−Removed: 0.000% - 0.375%
−Removed: 0.800% and 0.000%
+Added: During the year ended December 31, 2020, we increased the commitments under the 2019 Multicurrency Credit Facility and the 2019 Credit Facility by $100.0 million each to $3.1 billion and $2.35 billion, respectively.
+Added: 2019 Multicurrency Credit Facility— As of December 31, 2020, we had the ability to borrow up to $3.1 billion under the 2019 Multicurrency Credit Facility, which includes a $1.0 billion sublimit for multicurrency borrowings, a $200.0 million sublimit for letters of credit and a $50.0 million sublimit for swingline loans.
+Added: During the year ended December 31, 2020, we borrowed an aggregate of $1.0 billion and repaid an aggregate of $1.8 billion of revolving indebtedness under the 2019 Multicurrency Credit Facility.
+Added: We used the borrowings to repay existing indebtedness and for general corporate purposes.
+Added: 2019 Credit Facility— As of December 31, 2020, we had the ability to borrow up to $2.35 billion under the 2019 Credit Facility, which includes a $200.0 million sublimit for letters of credit and a $50.0 million sublimit for swingline loans.
+Added: During the year ended December 31, 2020, we borrowed an aggregate of $7.2 billion and repaid an aggregate of $6.5 billion of revolving indebtedness under the 2019 Credit Facility.
+Added: We used the borrowings to fund acquisitions, including the InSite Acquisition, to repay existing indebtedness and for general corporate purposes.
+Added: 2020 Term Loan— On February 13, 2020, we entered into the 2020 Term Loan, the net proceeds of which were used, together with borrowings under the 2019 Credit Facility and cash on hand, to repay all outstanding indebtedness under our $1.3 billion unsecured term loan entered into on February 14, 2019.
+Added: The 2020 Term Loan matured on February 12, 2021 and had an interest rate that was 0.650% above the London Interbank Offered Rate (“LIBOR”) for LIBOR-based borrowings or 0.000% above the defined base rate for base rate borrowings.
+Added: On February 5, 2021, we repaid all amounts outstanding under the 2020 Term Loan with borrowings from the 2019 Multicurrency Credit Facility and cash on hand.
+Added: April 2020 Term Loan —On April 3, 2020, we entered into a $1.14 billion unsecured term loan due April 2, 2021, which was subsequently increased to $1.19 billion effective April 21, 2020 (the “April 2020 Term Loan”), the net proceeds of which were used to repay outstanding indebtedness under the 2019 Credit Facility.
+Added: During the year ended December 31, 2020, we repaid all amounts outstanding under the April 2020 Term Loan with proceeds from the issuances of the 0.500% Notes, the 1.000% Notes, the 1.875% Notes and the Reopened 3.100% Notes.
+Added: As of December 31, 2020, the key terms under the 2019 Multicurrency Credit Facility, the 2019 Credit Facility, our $1.0 billion unsecured term loan, as amended and restated in December 2019 (the “2019 Term Loan”), and the 2020 Term Loan were as follows:
+Added: Bank Facility (1) Outstanding Principal Balance Maturity Date LIBOR borrowing interest rate range (2) Base rate borrowing interest rate range (2) Current margin over LIBOR and the base rate, respectively
+Added: 2019 Multicurrency Credit Facility — June 28, 2023 (3) 0.875% - 1.750% 0.000% - 0.750% 1.125% and 0.125%
+Added: 2019 Credit Facility $ 2,295.0 January 31, 2025 (3) 0.875% - 1.750% 0.000% - 0.750% 1.125% and 0.125%
+Added: 2019 Term Loan $ 1,000.0 January 31, 2025 0.875% - 1.750% 0.000% - 0.750% 1.125% and 0.125%
+Added: 2020 Term Loan $ 750.0 February 12, 2021 0.650% 0.000 % 0.650% and 0.000%
_______________
2 unchanged sentences
(3) Subject to two optional renewal periods.
−Removed: The 2019 Multicurrency Credit Facility and the 2019 Credit Facility are subject to two optional renewal periods and we must pay a quarterly commitment fee on the undrawn portion of each facility.
−Removed: The commitment fee for each of the 2019 Multicurrency Credit Facility and the 2019 Credit Facility ranges from 0.080% to 0.300% per annum, based upon our debt ratings, and is currently 0.110%.
−Removed: 2020 Term Loan —On February 13, 2020, we entered into a $750.0 million unsecured term loan (the “2020 Term Loan”), the net proceeds of which were used to repay outstanding indebtedness under the 2019 364-Day Term Loan.
−Removed: The 2020 Term Loan matures on February 12, 2021 and has an interest rate that is 0.65% above LIBOR for LIBOR based borrowings or 0.00% above the defined base rate for base rate borrowings.
−Removed: Any outstanding principal and accrued but unpaid interest will be due and payable in full at maturity.
−Removed: The 2019 Multicurrency Credit Facility, the 2019 Credit Facility, the 2019 Term Loan and the 2020 Term Loan do not require amortization of principal and may be paid prior to maturity in whole or in part at our option without penalty or premium.
−Removed: We have the option of choosing either a defined base rate or the LIBOR as the applicable base rate for borrowings under these bank facilities.
−Removed: The loan agreements for each of the 2019 Multicurrency Credit Facility, the 2019 Credit Facility, the 2019 Term Loan and the 2020 Term Loan contain certain reporting, information, financial and operating covenants and other restrictions (including limitations on additional debt, guaranties, sales of assets and liens) with which we must comply.
+Added: We must pay a quarterly commitment fee on the undrawn portion of each of the 2019 Multicurrency Credit Facility and the 2019 Credit Facility.
+Added: The commitment fee for the 2019 Multicurrency Credit Facility and the 2019 Credit Facility ranges from 0.080% to 0.300% per annum, based upon our debt ratings, and is currently 0.110%.
+Added: The 2019 Multicurrency Credit Facility, the 2019 Credit Facility and the 2019 Term Loan do not require amortization of principal and may be paid prior to maturity in whole or in part at our option without penalty or premium.
+Added: We have the option of choosing either a defined base rate or LIBOR as the applicable base rate for borrowings under these bank facilities.
+Added: The loan agreements for each of the 2019 Multicurrency Credit Facility, the 2019 Credit Facility and the 2019 Term Loan contain certain reporting, information, financial and operating covenants and other restrictions (including limitations on additional debt, guaranties, sales of assets and liens) with which we must comply.
Failure to comply with the financial and operating covenants of the loan agreements could not only prevent us from being able to borrow additional funds under the revolving credit facilities, but may constitute a default, which could result in, among other things, the amounts outstanding, including all accrued interest and unpaid fees, becoming immediately due and payable.
−Removed: India Indebtedness— During the year ended December 31, 2019, we repaid all remaining debt assumed in connection with the Viom Acquisition and debt entered into by ATC TIPL.
−Removed: The remaining India indebtedness includes several working capital facilities, most of which are subject to annual renewal.
+Added: Amendments to Bank Facilities —On February 10, 2021, we amended and restated the 2019 Multicurrency Credit Facility and the 2019 Credit Facility and entered into an amendment agreement with respect to the 2019 Term Loan.
+Added: These amendments, among other things,
+Added: extend the maturity dates by one year to June 28, 2024 and January 31, 2026 for the 2019 Multicurrency Credit Facility and the 2019 Credit Facility, respectively,
+Added: increase the commitments under the 2019 Multicurrency Credit Facility and the 2019 Credit Facility to $4.1 billion and $2.9 billion, respectively, of which 1.3 billion EUR borrowed under the 2019 Multicurrency Credit Facility is to be reserved to finance the Pending Telxius Acquisition,
+Added: increase the maximum Revolving Loan Commitments, after giving effect to any Incremental Commitments (each as defined in the loan agreements for each of the 2019 Multicurrency Credit Facility and the 2019 Credit Facility) to $6.1 billion and $4.4 billion under the 2019 Multicurrency Credit Facility and the 2019 Credit Facility, respectively,
+Added: expand the sublimit for multicurrency borrowings under the 2019 Multicurrency Credit Facility from $1.0 billion to $3.0 billion and add a EUR borrowing option for the 2019 Credit Facility with a $1.5 billion sublimit,
+Added: amend the limitation of our permitted ratio of Total Debt to Adjusted EBITDA (each as defined in each of the loan agreements for each of the facilities) to be no greater than 7.50 to 1.00 for the four fiscal quarters following the consummation of the Pending Telxius Acquisition, stepping down to 6.00 to 1.00 thereafter (with a further step up to 7.00 to 1.00 if we consummate a Qualified Acquisition (as defined in each of the loan agreements for the facilities)),
+Added: amend the limitation on indebtedness of, and guaranteed by, our subsidiaries to the greater of (a) $3.0 billion and (b) 50% of Adjusted EBITDA (as defined in each of the loan agreements for the facilities) of us and our subsidiaries on a consolidated basis and
+Added: increase the threshold for certain defaults with respect to judgments, attachments or acceleration of indebtedness from $400.0 million to $500.0 million.
+Added: 2021 Delayed Draw Term Loans —On February 10, 2021, we entered into (i) a 1.1 billion EUR (approximately $1.3 billion at the date of signing) unsecured term loan, the proceeds of which are to be used to fund the Pending Telxius Acquisition, with a maturity date that is 364 days from the date of the first draw thereunder and bears interest at a rate based on our senior unsecured debt rating, which, based on our current debt ratings, is 1.000% above the Euro Interbank Offered Rate (“EURIBOR”) (the “2021 364-Day Delayed Draw Term Loan”) and (ii) an 825.0 million EUR (approximately $1.0 billion at the date of signing) unsecured term loan, the proceeds of which are to be used to fund the Pending Telxius Acquisition, with a maturity date that is three years from the date of the first draw thereunder and bears interest at a rate based on our senior unsecured debt rating, which, based on our current debt ratings, is 1.125% above EURIBOR (the “2021 Three Year Delayed Draw Term Loan,” and, together with the 2021 364-Day Delayed Draw Term Loan, the “2021 Delayed Draw Term Loans”).
+Added: The loan agreements for the 2021 Delayed Draw Term Loans contain certain reporting, information, financial and operating covenants and other restrictions (including limitations on additional debt, guaranties, sales of assets and liens) with which we must comply.
+Added: Failure to comply with the financial and operating covenants of the loan agreements could not only prevent us from being able to borrow additional funds under the revolving credit facilities, but may constitute a default, which could result in, among other things, the amounts outstanding, including all accrued interest and unpaid fees, becoming immediately due and payable.
+Added: Bridge Facility —In connection with entering into the Pending Telxius Acquisition, we entered into a commitment letter (the “Commitment Letter”), dated January 13, 2021, with Bank of America, N.A.
+Added: and BofA Securities, Inc.
+Added: (together, “BoA”) pursuant to which BoA has committed to provide up to 7.5 billion EUR (approximately $9.1 billion at date of signing) in bridge loans (the “Bridge Loan Commitment”) to ensure financing for the Pending Telxius Acquisition.
+Added: Effective February 10, 2021, the Bridge Loan Commitment was reduced to 4.275 billion EUR (approximately $5.2 billion at the date of signing) as a result of an aggregate of 3.225 billion EUR (approximately $3.9 billion at the date of signing) of additional committed amounts under the 2019 Multicurrency Credit Facility, the 2019 Credit Facility and the 2021 Delayed Draw Term Loans, as described above.
+Added: The Commitment Letter contains, and the credit agreement in respect of the Bridge Loan Commitment, if any, will contain, certain customary conditions to funding, including, without limitation, (i) the execution and delivery of definitive financing agreements for the Bridge Loan Commitment and (ii) other customary closing conditions set forth in the Commitment Letter.
+Added: The Company will pay certain customary commitment fees and, in the event it makes any borrowings in connection with the Bridge Loan Commitment, funding and other fees.
+Added: India Indebtedness —We maintain several working capital facilities in India, most of which are subject to annual renewal.
The working capital facilities bear interest at rates that consist of the applicable bank’s Marginal Cost of Funds based Lending Rate (as defined in the applicable agreement), plus a spread.
Generally, the working capital facilities are payable on demand prior to maturity.
−Removed: Amounts outstanding and key terms of the India indebtedness consisted of the following as of December 31, 2019 (in millions, except percentages):
−Removed: Amount Outstanding (INR)
−Removed: Amount Outstanding (USD)
−Removed: Interest Rate (Range)
−Removed: Maturity Date (Range)
−Removed: Working capital facilities (1)
+Added: Amounts outstanding and key terms of the
+Added: India indebtedness consisted of the following as of December 31, 2020 (in millions, except percentages):
+Added: Amount Outstanding (INR) Amount Outstanding (USD) Interest Rate (Range) Maturity Date (Range)
+Added: Working capital facilities (1) — $ — 7.45% -8.75% March 18, 2021 - October 23, 2021
______________
−Removed: March 18, 2020 - October 23, 2020
(1) 5.6 billion INR ($76.9 million) of borrowing capacity as of December 31, 2020.
−Removed: Stock Repurchase Programs —We have two stock repurchase programs, the 2011 Buyback and the 2017 Buyback.
+Added: Subsequent to December 31, 2020, we entered into two additional working capital facilities in India, under which we currently have no amounts outstanding.
+Added: Stock Repurchase Programs —In March 2011, our Board of Directors approved a stock repurchase program, pursuant to which we are authorized to repurchase up to $1.5 billion of our common stock (the “2011 Buyback”).
+Added: In addition to the 2011 Buyback, in December 2017, our Board of Directors approved an additional stock repurchase program, pursuant to which we are authorized to repurchase up to $2.0 billion of our common stock (the “2017 Buyback,” and, together with the 2011 Buyback, the “Buyback Programs”).
During the year ended December 31, 2020, we repurchased 264,086 shares of our common stock under the 2011 Buyback for an aggregate of $56.0 million, including commissions and fees.
1 unchanged sentence
Under each program, we are authorized to purchase shares from time to time through open market purchases or in privately negotiated transactions not to exceed market prices and subject to market conditions and other factors.
−Removed: With respect to open market purchases, we may use plans adopted in accordance with Rule 10b5-1 under the Exchange Act in accordance with securities laws and other legal requirements, which allows us to repurchase shares during periods when we otherwise might be prevented from doing so under insider trading laws or because of self-imposed trading blackout periods.
+Added: With respect to open market purchases, we may use plans adopted in accordance with Rule 10b5-1 under the Exchange Act in accordance with securities laws and other legal requirements, which allows us to repurchase shares during periods when we may otherwise be prevented from doing so under insider trading laws or because of self-imposed trading blackout periods.
These programs may be discontinued at any time.
−Removed: We expect to continue managing the pacing of the remaining $2.1 billion under the Buyback Programs in response to general market conditions and other relevant factors.
−Removed: We expect to fund further repurchases of our common stock through a combination of cash on hand, cash generated by operations and borrowings under our credit facilities.
−Removed: Purchases under the Buyback Programs are subject to us having available cash to fund repurchases.
+Added: We have repurchased a total of 14.4 million shares of our common stock under the 2011 Buyback for an aggregate of $1.5 billion, including commissions and fees.
+Added: We expect to continue managing the pacing of the remaining approximately $2.0 billion under the Buyback Programs in response to general market conditions and other relevant factors.
+Added: We expect to fund any further repurchases of our common stock through a combination of cash on hand, cash generated by operations and borrowings under our credit facilities.
+Added: Repurchases under the Buyback Programs are subject to, among other things, us having available cash to fund the repurchases.
Sales of Equity Securities —We receive proceeds from sales of our equity securities pursuant to our employee stock purchase plan (the “ESPP”) and upon exercise of stock options granted under our equity incentive plan.
For the year ended December 31, 2020, we received an aggregate of $98.1 million in proceeds upon exercises of stock options and sales pursuant to the ESPP.
+Added: 2020 “At the Market” Stock Offering Program —In August 2020, we established the 2020 ATM Program.
+Added: Sales under the 2020 ATM Program may be made by means of ordinary brokers’ transactions on the New York Stock Exchange or otherwise at market prices prevailing at the time of sale, at prices related to prevailing market prices or, subject to our specific instructions, at negotiated prices.
+Added: We intend to use the net proceeds of the 2020 ATM Program for general corporate purposes, which may include, among other things, the funding of acquisitions, additions to working capital and repayment or refinancing of existing indebtedness.
+Added: As of December 31, 2020, we have not sold any shares of common stock under the 2020 ATM Program.
Distributions— As a REIT, we must annually distribute to our stockholders an amount equal to at least 90% of our REIT taxable income (determined before the deduction for distributed earnings and excluding any net capital gain).
Generally, we have distributed, and expect to continue to distribute, all or substantially all of our REIT taxable income after taking into consideration our utilization of NOLs.
−Removed: We have distributed an aggregate of approximately $7.4 billion to our common stockholders, including the dividend paid in January 2020, primarily classified as ordinary income that may be treated as qualified REIT dividends under Section 199A of the Code for taxable years ending after 2017 and before 2026.
+Added: We have distributed an aggregate of approximately $9.4 billion to our common
+Added: stockholders, including the dividend paid in February 2021, primarily classified as ordinary income that may be treated as qualified REIT dividends under Section 199A of the Code for taxable years ending before 2026.
The amount, timing and frequency of future distributions will be at the sole discretion of our Board of Directors and will depend on various factors, a number of which may be beyond our control, including our financial condition and operating cash flows, the amount required to maintain our qualification for taxation as a REIT and reduce any income and excise taxes that we otherwise would be required to pay, limitations on distributions in our existing and future debt and preferred equity instruments, our ability to utilize NOLs to offset our distribution requirements, limitations on our ability to fund distributions using cash generated through our TRSs and other factors that our Board of Directors may deem relevant.
During the year ended December 31, 2020, we paid $4.33 per share, or $1.9 billion, to common stockholders of record.
−Removed: In addition, we declared a distribution of $1.01 per share, or $447.3 million , paid on January 14, 2020 to our common stockholders of record at the close of business on December 27, 2019.
+Added: In addition, we declared a distribution of $1.21 per share, or $537.6 million, paid on February 2, 2021 to our common stockholders of record at the close of business on December 28, 2020.
We accrue distributions on unvested restricted stock units, which are payable upon vesting.
2 unchanged sentences
For more details on the cash distributions paid to our common stockholders during the year ended December 31, 2020, see note 16 to our consolidated financial statements included in this Annual Report.
−Removed: Contractual Obligations —The following table summarizes our contractual obligations as of December 31, 2019 (in millions):
−Removed: Contractual Obligations
−Removed: Long-term debt, including current portion:
−Removed: American Tower Corporation debt:
−Removed: 2019 Multicurrency Credit Facility
−Removed: 2019 Term Loan
−Removed: 2019 Credit Facility
−Removed: 2019 364-Day Term Loan (1)
−Removed: 2.800% senior notes
−Removed: 3.300% senior notes
−Removed: 3.450% senior notes
−Removed: 5.900% senior notes (2)
−Removed: 2.250% senior notes
−Removed: 4.70% senior notes
−Removed: 3.50% senior notes
−Removed: 3.000% senior notes
−Removed: 5.00% senior notes
−Removed: 3.375% senior notes
−Removed: 1.375% senior notes
−Removed: 2.950% senior notes
−Removed: 3.375% senior notes
−Removed: 4.000% senior notes
−Removed: 4.400% senior notes
−Removed: 1.950% senior notes
−Removed: 3.125% senior notes
−Removed: 2.750% senior notes
−Removed: 3.55% senior notes
−Removed: 3.600% senior notes
−Removed: 3.950% senior notes
−Removed: 3.800% senior notes
−Removed: 3.700% senior notes
−Removed: Total American Tower Corporation debt
−Removed: American Tower subsidiary debt:
−Removed: Series 2013-2A securities (3)
−Removed: Series 2018-1A securities (3)
−Removed: Series 2015-1 notes (4)
−Removed: Series 2015-2 notes (5)
−Removed: Other subsidiary debt (6)
−Removed: Total American Tower subsidiary debt
−Removed: Long-term obligations, excluding finance leases
−Removed: Cash interest expense
−Removed: Finance lease payments (including interest)
−Removed: Total debt service obligations
−Removed: Operating lease payments (7)
−Removed: Other non-current liabilities (8)(9)
+Added: Material Cash Requirements — The following table summarizes material cash requirements from known contractual and other obligations as of December 31, 2020 (in millions):
+Added: 2021 2022 2023 2024 2025 Thereafter Total
+Added: Debt obligations (1) $ 789.8 $ 1,304.6 $ 3,318.9 $ 2,151.9 $ 7,566.0 $ 14,331.5 $ 29,462.7
+Added: Operating lease obligations (2) 901.1 869.0 836.4 798.0 751.8 6,423.4 10,579.7
______________
−Removed: Repaid in full on February 13, 2020.
−Removed: On January 15, 2020, we redeemed all of the 5.900% Notes.
−Removed: Represents anticipated repayment date;
−Removed: final legal maturity is March 15, 2048.
−Removed: Represents anticipated repayment date;
−Removed: final legal maturity is June 15, 2045.
−Removed: Represents anticipated repayment date;
−Removed: final legal maturity is June 15, 2050.
−Removed: Includes our South African credit facility, which is denominated in ZAR and amortizes through December 17, 2020, our Colombian credit facility, which is denominated in COP and amortizes through April 24, 2021, our Brazil credit facility, which is denominated in BRL and matures on January 15, 2022,
−Removed: debt entered into by our Kenyan subsidiary in connection with an acquisition of sites in Kenya (the “Kenya Debt”), which is required to be paid either (i) in future installments subject to the satisfaction of specified conditions or (ii) three years from the note origination date, U.S.
−Removed: subsidiary debt related to a seller-financed acquisition (the “U.S.
−Removed: Subsidiary Debt”) and debt entered into by certain Eaton Towers subsidiaries acquired in connection with the Eaton Towers Acquisition (the “Eaton Towers Debt”), which is denominated in U.S.
−Removed: Dollar (“USD”), EUR, Kenyan Shilling (“KES”) and West African CFA Franc.
−Removed: Subsequent to December 31, 2019, we repaid all of the outstanding Eaton Towers USD denominated and KES denominated debt.
−Removed: Includes payments under non-cancellable initial terms, as well as payments for certain renewal periods at our option, which we expect to renew because failure to do so could result in a loss of the applicable communications sites and related revenues from tenant leases.
−Removed: Primarily represents our asset retirement obligations and excludes certain other non-current liabilities included in our consolidated balance sheet, primarily unearned revenue that is not payable in cash.
−Removed: Excludes $126.3 million of liabilities for unrecognized tax positions and $26.6 million of accrued income tax related interest and penalties included in our consolidated balance sheet as we are uncertain as to when and if the amounts may be settled.
−Removed: Settlement of such amounts could require the use of cash flows generated from operations.
−Removed: We expect the unrecognized tax benefits to change over the next 12 months if certain tax matters ultimately settle with the applicable taxing jurisdiction during this timeframe.
−Removed: However, based on the status of these items and the amount of uncertainty associated with the outcome and timing of audit settlements, we are currently unable to estimate the impact of the amount of such changes, if any, to previously recorded uncertain tax positions.
−Removed: Off-Balance Sheet Arrangements —We have no material off-balance sheet arrangements as defined in Item 303(a)(4)(ii) of SEC Regulation S-K.
+Added: (1) Includes aggregate principal maturities of long-term debt, including finance lease obligations (see note 9 to our consolidated financial statements included in this Annual Report).
+Added: (2) Includes payments under non-cancellable initial terms, as well as payments for certain renewal periods at our option, which we expect to renew because failure to do so could result in a loss of the applicable communications sites and related revenues from tenant leases (see note 4 to our consolidated financial statements included in this Annual Report).
+Added: Distributions— We expect that our 2021 total distributions paid to our common stockholders will be $2.3 billion.
+Added: The amount, timing and frequency of future distributions will be at the sole discretion of our Board of Directors.
+Added: Signed Acquisitions— On November 28, 2019, we entered into definitive agreements with Orange for the acquisition of up to approximately 2,000 communications sites in France over a period of up to five years for total consideration in the range of approximately 500.0 million EUR to 600.0 million EUR (approximately $550.5 million to $660.5 million at the date of signing) to be paid over the five-year term.
+Added: During the year ended December 31, 2020, we completed the acquisition of 564 communications sites.
+Added: The remaining communications sites are expected to close in tranches, subject to customary closing conditions.
+Added: On December 19, 2019, we entered into a definitive agreement to acquire approximately 3,200 communications sites in Chile and Peru from Entel PCS Telecomunicaciones S.A.
+Added: and Entel Peru S.A.
+Added: for total consideration of approximately $0.8 billion (as of the date of signing).
+Added: We completed the acquisition of approximately 2,400 communications sites in December 2019.
+Added: During the year ended December 31, 2020, we completed the acquisition of an additional 530 communications sites pursuant to this agreement for an aggregate total purchase price of $137.7 million (as of the dates of acquisition), including value added tax.
+Added: The remaining communications sites are expected to continue to close in tranches, subject to certain closing conditions.
+Added: On January 13, 2021, we entered into the Pending Telxius Acquisition for approximately 7.7 billion EUR (approximately $9.4 billion at the date of signing), subject to limited adjustments.
+Added: The Pending Telxius Acquisition is expected to close in tranches beginning in the second quarter of 2021, subject to customary closing conditions, including government and regulatory approval.
+Added: Asset Retirement Obligations— We are required to remove our tower assets and remediate the leased land upon which certain of our tower assets are located.
+Added: As of December 31, 2020, the estimated undiscounted future cash outlay for asset retirement obligations was $3.7 billion.
+Added: Purchase of Redeemable Noncontrolling Interests— As described above, we expect to pay an amount equivalent to INR 12.9 billion (approximately $176.6 million) to redeem the shares of our remaining minority holders in ATC TIPL in 2021, subject to regulatory approval.
Factors Affecting Sources of Liquidity
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In addition, our ability to increase cash flow from operating activities depends upon the demand for our communications sites and our related services and our ability to increase the utilization of our existing communications sites.
−Removed: Restrictions Under Loan Agreements Relating to Our Credit Facilities —The loan agreements for the 2019 Multicurrency Credit Facility, the 2019 Credit Facility, the 2019 Term Loan and the 2020 Term Loan contain certain financial and operating covenants and other restrictions applicable to us and our subsidiaries that are not designated as unrestricted subsidiaries on a consolidated basis.
+Added: Restrictions Under Loan Agreements Relating to Our Credit Facilities —The loan agreements for the 2019 Multicurrency Credit Facility, the 2019 Credit Facility, the 2019 Term Loan and the 2021 Delayed Draw Term Loans contain certain financial and operating covenants and other restrictions applicable to us and our subsidiaries that are not designated as unrestricted subsidiaries on a consolidated basis.
These restrictions include limitations on additional debt, distributions and dividends, guaranties, sales of assets and liens.
The loan agreements also contain covenants that establish financial tests with which we and our restricted subsidiaries must comply related to total leverage and senior secured leverage, as set forth in the table below.
−Removed: As of December 31, 2019 , we were in compliance with each of these covenants.
+Added: of December 31, 2020, we were in compliance with each of these covenants.
Compliance Tests For The 12 Months Ended
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($ in billions)
−Removed: Additional Debt Capacity Under Covenants (2)
−Removed: Capacity for Adjusted EBITDA Decrease Under Covenants (3)
−Removed: Consolidated Total Leverage Ratio
−Removed: Total Debt to Adjusted EBITDA
−Removed: Consolidated Senior Secured Leverage Ratio
−Removed: Senior Secured Debt to Adjusted EBITDA
+Added: Ratio (1) Additional Debt Capacity Under Covenants (2) Capacity for Adjusted EBITDA Decrease Under Covenants (3)
+Added: Consolidated Total Leverage Ratio Total Debt to Adjusted EBITDA
≤ 6.00:1.00 ~$2.5 ~$0.4
+Added: Consolidated Senior Secured Leverage Ratio Senior Secured Debt to Adjusted EBITDA
+Added: ≤ 3.00:1.00 ~$12.6 (4) ~$4.2
+Added: _______________
(1) Each component of the ratio as defined in the applicable loan agreement.
2 unchanged sentences
(4) Effectively, however, additional Senior Secured Debt under this ratio would be limited to the capacity under the Consolidated Total Leverage Ratio.
+Added: Under the terms of the agreements for the 2019 Multicurrency Credit Facility, the 2019 Credit Facility, the 2019 Term Loan and the 2021 Delayed Draw Term Loans, the Pending Telxius Acquisition is designated as a Qualified Acquisition, whereby our Total Debt to Adjusted EBITDA ratio is adjusted to not exceed 7:50 to 1:00 for four fiscal quarters following consummation of the Pending Telxius Acquisition.
The loan agreements for our credit facilities also contain reporting and information covenants that require us to provide financial and operating information to the lenders within certain time periods.
If we are unable to provide the required information on a timely basis, we would be in breach of these covenants.
−Removed: Failure to comply with the financial maintenance tests and certain other covenants of the loan agreements for our credit facilities could not only prevent us from being able to borrow additional funds under these credit facilities, but may constitute a default under these credit facilities, which could result in, among other things, the amounts outstanding, including all accrued interest and unpaid fees, becoming immediately due and payable.
−Removed: If this were to occur, we may not have sufficient cash on hand
−Removed: to repay such indebtedness.
+Added: Failure to comply with the financial maintenance tests and certain other covenants of the loan agreements for our credit facilities could not only prevent us from being able to borrow additional funds under these credit facilities, but may also constitute a default under these credit facilities, which could result in, among other things, the amounts outstanding, including all accrued interest and unpaid fees, becoming immediately due and payable.
+Added: If this were to occur, we may not have sufficient cash on hand to repay such indebtedness.
The key factors affecting our ability to comply with the debt covenants described above are our financial performance relative to the financial maintenance tests defined in the loan agreements for these credit facilities and our ability to fund our debt service obligations.
Based upon our current expectations, we believe our operating results during the next 12 months will be sufficient to comply with these covenants.
−Removed: Restrictions Under Agreements Relating to the 2015 Securitization and the Trust Securitizations— The indenture and related supplemental indentures governing the American Tower Secured Revenue Notes, Series 2015-1, Class A (the “Series 2015-1 Notes”) and the American Tower Secured Revenue Notes, Series 2015-2, Class A (the “Series 2015-2 Notes,” and, together with the Series 2015-1 Notes, the “2015 Notes”) issued by GTP Acquisition Partners I, LLC (“GTP Acquisition Partners”) in the 2015 Securitization and the loan agreement related to Trust Securitizations, as discussed further in note 9 to our consolidated financial statements included in this Annual Report, include certain financial ratios and operating covenants and other restrictions customary for transactions subject to rated securitizations.
−Removed: Among other things, GTP Acquisition Partners and American Tower Asset Sub, LLC and American Tower Asset Sub II, LLC (together, the “AMT Asset Subs”) are prohibited from incurring other indebtedness for borrowed money or further encumbering their assets, subject to customary carve-outs for ordinary course trade payables and permitted encumbrances (as defined in the applicable agreement).
−Removed: Under the agreements, amounts due will be paid from the cash flows generated by the assets securing the 2015 Notes or the assets securing the nonrecourse loan made by the American Tower Trust I (the “Trust”) to the AMT Asset Subs (the “Loan”), as applicable, which must be deposited into certain reserve accounts, and thereafter distributed solely pursuant to the terms of the applicable agreement.
+Added: Restrictions Under Agreements Relating to the 2015 Securitization and the Trust Securitizations— The indenture and related supplemental indenture governing the American Tower Secured Revenue Notes, Series 2015-2, Class A (the “Series 2015-2 Notes”) issued by GTP Acquisition Partners I, LLC (“GTP Acquisition Partners”) in a private securitization transaction in May 2015 (the “2015 Securitization”) and the loan agreement related to the securitization transactions completed in March 2013 (the “2013 Securitization”) and March 2018 (the “2018 Securitization” and, together with the 2013 Securitization, the “Trust Securitizations”) include certain financial ratios and operating covenants and other restrictions customary for transactions subject to rated securitizations.
+Added: Among other things, GTP Acquisition Partners and American Tower Asset Sub, LLC and American Tower Asset Sub II, LLC (together, the “AMT Asset Subs”) are prohibited from incurring other indebtedness for borrowed money or further encumbering their assets, subject to customary carve-outs for ordinary course trade payables and permitted encumbrances (as defined in the applicable agreements).
+Added: Under the agreements, amounts due will be paid from the cash flows generated by the assets securing the Series 2015-2 Notes or the assets securing the nonrecourse loan that secures the Secured Tower Revenue Securities, Series 2013-2A (the “Series 2013-2A Securities”), Secured Tower Revenue Securities, Series 2018-1, Subclass A (the “Series 2018-1A Securities”), and the Secured Tower Revenue Securities, Series 2018-1, Subclass R (the “Series 2018-1R Securities” and, together with the Series 2018-1A Securities, the “2018 Securities”) issued in the Trust Securitizations (the “Loan”), as applicable, which must be deposited into certain reserve accounts, and thereafter distributed, solely pursuant to the terms of the applicable agreement.
On a monthly basis, after payment of all required amounts under the applicable agreement, subject to the conditions described in the table below, the excess cash flows generated from the operation of such assets are released to GTP Acquisition Partners or the AMT Asset Subs, as applicable, which can then be distributed to, and used by, us.
1 unchanged sentence
Certain information with respect to the 2015 Securitization and the Trust Securitizations is set forth below.
−Removed: The debt service coverage ratio (“DSCR”) is generally calculated as the ratio of the net cash flow (as defined in the applicable agreement) to the amount of interest, servicing fees and trustee fees required to be paid over the succeeding 12 months on the principal amount of the 2015 Notes or the Loan, as applicable, that will be outstanding on the payment date following such date of determination.
−Removed: Issuer or Borrower
−Removed: Notes/Securities Issued
−Removed: Conditions Limiting Distributions of Excess Cash
−Removed: Excess Cash Distributed During Year Ended December 31, 2019
−Removed: December 31, 2019
−Removed: Capacity for Decrease in Net Cash Flow Before Triggering Cash Trap DSCR (1)
−Removed: Capacity for Decrease in Net Cash Flow Before Triggering Minimum DSCR (1)
−Removed: Cash Trap DSCR
−Removed: Amortization Period
−Removed: (in millions)
−Removed: (in millions)
−Removed: (in millions)
−Removed: 2015 Securitization
−Removed: GTP Acquisition Partners
−Removed: American Tower Secured Revenue Notes, Series 2015-1 and Series 2015-2
−Removed: 1.30x, Tested Quarterly (2)
−Removed: Trust Securitizations
−Removed: AMT Asset Subs
−Removed: Secured Tower Revenue Securities, Series 2013-2A, Secured Tower Revenue Securities, Series 2018-1, Subclass A and Secured Tower Revenue Securities, Series 2018-1, Subclass R
−Removed: 1.30x, Tested Quarterly (2)
+Added: The debt service coverage ratio (“DSCR”) is generally calculated as the ratio of the net cash flow (as defined in the applicable agreement) to the amount of interest, servicing fees and trustee fees required to be paid over the succeeding 12 months on the principal amount of the Series 2015-2 Notes or the Loan, as applicable, that will be outstanding on the payment date following such date of determination.
+Added: Issuer or Borrower Notes/Securities Issued Conditions Limiting Distributions of Excess Cash Excess Cash Distributed During Year Ended December 31, 2020 DSCR as of
+Added: December 31, 2020 Capacity for Decrease in Net Cash Flow Before Triggering Cash Trap DSCR (1) Capacity for Decrease in Net Cash Flow Before Triggering Minimum DSCR (1)
+Added: Cash Trap DSCR Amortization Period
+Added: (in millions) (in millions) (in millions)
+Added: 2015 Securitization (2) GTP Acquisition Partners American Tower Secured Revenue Notes, Series 2015-1 and Series 2015-2 1.30x, Tested Quarterly (3) (4)(5) $269.3 16.00x $270.5 $273.3
+Added: Trust Securitizations AMT Asset Subs Secured Tower Revenue Securities, Series 2013-2A, Secured Tower Revenue Securities, Series 2018-1, Subclass A and Secured Tower Revenue Securities, Series 2018-1, Subclass R 1.30x, Tested Quarterly (3) (4)(6) $448.8 11.31x $597.9 $606.9
_______________
−Removed: Based on the net cash flow of the applicable issuer or borrower as of December 31, 2019 and the expenses payable over the next 12 months on the 2015 Notes or the Loan, as applicable.
+Added: (1) Based on the net cash flow of the applicable issuer or borrower as of December 31, 2020 and the expenses payable over the next 12 months on the Series 2015-2 Notes or the Loan, as applicable.
+Added: (2) On the June 2020 payment date, the Series 2015-1 Notes were repaid in full.
+Added: As of December 31, 2020, none of the Series 2015-1 Notes remained outstanding.
(3) Once triggered, a Cash Trap DSCR condition continues to exist until the DSCR exceeds the Cash Trap DSCR for two consecutive calendar quarters.
4 unchanged sentences
(6) An amortization period exists if the outstanding principal amount has not been paid in full on the applicable anticipated repayment date and continues to exist until such principal has been repaid in full.
−Removed: A failure to meet the noted DSCR tests could prevent GTP Acquisition Partners or the AMT Asset Subs from distributing excess cash flow to us, which could affect our ability to fund our capital expenditures, including tower construction and acquisitions and meet REIT distribution requirements.
−Removed: During an “amortization period,” all excess cash flow and any amounts in the applicable Cash Trap Reserve Account would be applied to pay principal of the 2015 Notes or the Loan, as applicable, on each monthly payment date, and so would not be available for distribution to us.
−Removed: Further, additional interest will begin to accrue with respect to any series of the 2015 Notes or subclass of the Loan from and after the anticipated repayment date at a per annum rate determined in accordance with the applicable agreement.
−Removed: With respect to the 2015 Notes, upon the occurrence and during an event of default, the applicable trustee may, in its discretion or at the direction of holders of more than 50% of the aggregate outstanding principal of any series of the 2015 Notes, declare such series of 2015 Notes immediately due and payable, in which case any excess cash flow would need to be used to pay holders of such notes.
−Removed: Furthermore, if GTP Acquisition Partners or the AMT Asset Subs were to default on a series of the 2015 Notes or the Loan, the applicable trustee may seek to foreclose upon or otherwise convert the ownership of all or any portion of the 3,542 communications sites that secure the 2015 Notes or the 5,114 broadcast and wireless communications towers and related assets that secure the Loan, respectively, in which case we could lose such sites and the revenue associated with those assets.
+Added: A failure to meet the noted DSCR tests could prevent GTP Acquisition Partners or the AMT Asset Subs from distributing excess cash flow to us, which could affect our ability to fund our capital expenditures, including tower construction and acquisitions and to meet REIT distribution requirements.
+Added: During an “amortization period,” all excess cash flow and any amounts then in the applicable Cash Trap Reserve Account would be applied to pay principal of the Series 2015-2 Notes or the Loan, as applicable, on each monthly payment date, and so would not be available for distribution to us.
+Added: Further, additional interest will begin to accrue with respect to the Series 2015-2 Notes or subclass of the Loan from and after the anticipated repayment date at a per annum rate determined in accordance with the applicable agreement.
+Added: With respect to the Series 2015-2 Notes, upon the occurrence of, and during, an event of default, the applicable trustee may, in its discretion or at the direction of holders of more than 50% of the aggregate outstanding principal of the Series 2015-2 Notes, declare the Series 2015-2 Notes immediately due and payable, in which case any excess cash flow would need to be used to pay holders of such notes.
+Added: Furthermore, if GTP Acquisition Partners or the AMT Asset Subs were to default on the Series 2015-2 Notes or the Loan, the applicable trustee may seek to foreclose upon or otherwise convert the ownership of all or any portion of the 3,538 communications sites that secure the Series 2015-2 Notes or the 5,114 broadcast and wireless communications towers and related assets that secure the Loan, respectively, in which case we could lose such sites and the revenue associated with those assets.
As discussed above, we use our available liquidity and seek new sources of liquidity to fund capital expenditures, future growth and expansion initiatives, satisfy our distribution requirements and repay or repurchase our debt.
If we determine that it is desirable or necessary to raise additional capital, we may be unable to do so, or such additional financing may be prohibitively expensive or restricted by the terms of our outstanding indebtedness.
+Added: Additionally, as further discussed under Item 1A of this Annual Report under the caption “Risk Factors,” extreme market volatility and disruption caused by the COVID-19 pandemic
+Added: may impact our ability to raise additional capital through debt financing activities or our ability to repay or refinance maturing liabilities, or impact the terms of any new obligations.
If we are unable to raise capital when our needs arise, we may not be able to fund capital expenditures, future growth and expansion initiatives, satisfy our REIT distribution requirements and debt service obligations or refinance our existing indebtedness.
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We review long-lived assets for impairment at least annually or whenever events, changes in circumstances or other indicators or evidence indicate that the carrying amount of our assets may not be recoverable.
−Removed: We review our tower portfolio and network location intangible assets for indicators of impairment at the lowest level of identifiable cash flows, typically at an individual tower basis.
+Added: We review our tower portfolio, network location intangible and right-of-use assets for indicators of impairment at the lowest level of identifiable cash flows, typically at an individual tower basis.
Possible indicators include a tower not having current tenant leases or having expenses in excess of revenues.
6 unchanged sentences
We record any related impairment charge in the period in which we identify such impairment.
−Removed: In October 2019, the Indian Supreme Court issued a ruling regarding the definition of AGR and associated fees and charges that may have a material financial impact on certain of our tenants which could affect their ability to perform their obligations under agreements with us.
+Added: In October 2019, the Supreme Court of India issued a ruling regarding the definition of AGR and associated fees and charges, which was reaffirmed in March 2020, that may have a material financial impact on certain of our tenants which could affect their ability to perform their obligations under agreements with us.
+Added: In September 2020, the Supreme Court of India defined the expected timeline of ten years for payments owed under the ruling.
We will continue to monitor the status of these developments, as it is possible that the estimated future cash flows may differ from current estimates and changes in estimated cash flows from tenants in India could have an impact on previously recorded tangible and intangible assets, including amounts originally recorded as tenant-related intangibles.
−Removed: The carrying value of tenant-related intangibles in India was $1,124.4 million as of December 31, 2019 , which represents 12% of our consolidated balance of $8,999.5 million .
+Added: The carrying value of tenant-related intangibles in India was $1.0 billion as of December 31, 2020, which represents 10% of our consolidated balance of $10.1 billion.
Additionally, a significant reduction in tenant related cash flows in India could also impact our tower portfolio and network location intangibles.
−Removed: The carrying values of our tower portfolio and network location intangibles in India were $1,064.8 million and $483.4 million, respectively, as of December 31, 2019, which represent 13% and 15% of our consolidated balances of $7,964.1 million and $3,230.4 million , respectively.
+Added: The carrying values of our tower portfolio and network location intangibles in India were $1.0 billion and $410.9 million, respectively, as of December 31, 2020, which represent 13% and 11% of our consolidated balances of $8.0 billion and $3.7 billion, respectively.
• Impairment of Assets—Goodwill:
1 unchanged sentence
Goodwill is recorded in the applicable segment and assessed for impairment at the reporting unit level.
−Removed: We utilize the two step impairment test and employ a discounted cash flow analysis when testing goodwill for impairment.
+Added: We employ a discounted cash flow analysis when testing goodwill.
The key assumptions utilized in the discounted cash flow analysis include current operating performance, terminal sales growth rate, management’s expectations of future operating results and cash requirements, the current weighted average cost of capital and an expected tax rate.
−Removed: Under the first step of this test, we compare the fair value of the reporting unit, as calculated under an income approach using future discounted cash flows, to the carrying amount of the applicable reporting unit.
−Removed: If the carrying amount exceeds the fair value, we conduct the second step of this test, in which the implied fair value of the applicable reporting unit’s goodwill is compared to the carrying amount of that goodwill.
−Removed: If the carrying amount of goodwill exceeds its implied fair value, an impairment loss would be recognized for the amount of the excess.
−Removed: During the year ended December 31, 2019 , no potential impairment was identified as the fair value of each of our reporting units was in excess of its carrying amount.
−Removed: The fair value of our India reporting unit, which is based on the present value of forecasted future value cash flows (the income approach) exceeded the carrying value by approximately 7%.
−Removed: Key assumptions include future revenue growth rates and operating margins, capital expenditures, terminal period growth rate and the weighted-average cost of capital, which were determined considering historical data and current assumptions related to the impacts of the carrier consolidation, each of which could be impacted by our tenants’ ability to perform their contractual obligations as a result of the AGR ruling or otherwise.
−Removed: For this reporting unit, we performed a sensitivity analysis on our significant assumptions and determined that a (i) less than 1% reduction of projected revenues, (ii) 42 basis point increase in the weighted-average cost of capital or (iii) 17% reduction in terminal sales growth rate, individually, each of which we determined to be reasonable, would impact our conclusion that the fair value of the India reporting unit exceeds its carrying value.
−Removed: Events that could negatively affect our India reporting unit’s financial results include increased tenant attrition exceeding our forecast resulting from the ongoing carrier consolidation, carrier tenant bankruptcies and other factors set forth in Item 1A of this Annual Report under the caption “Risk Factors.” The carrying value of goodwill in the India reporting unit was $1,021.8 million as of December 31, 2019 , which represents 17% of our consolidated balance of $6,178.3 million .
+Added: We compare the fair value of the reporting unit, as calculated under an income approach using future discounted cash flows, to the carrying amount of the applicable reporting unit.
+Added: If the carrying amount exceeds the fair value, an impairment loss would be recognized for the amount of the excess.
+Added: The loss recognized is limited to the total amount of goodwill allocated to that reporting unit.
+Added: During the year ended December 31, 2020, no potential goodwill impairment was identified as the fair value of each of our reporting units was in excess of its carrying amount.
• Asset Retirement Obligations:
When required, we recognize the fair value of obligations to remove our tower assets and remediate the leased land upon which certain of our tower assets are located.
−Removed: Generally, the associated retirement
−Removed: costs are capitalized as part of the carrying amount of the related tower assets and depreciated over their estimated useful lives and the liability is accreted through the obligation’s estimated settlement date.
−Removed: We updated our assumptions used in estimating our aggregate asset retirement obligation, which resulted in a net decrease in the estimated obligation of $66.2 million during the year ended December 31, 2019 .
+Added: Generally, the associated retirement costs are capitalized as part of the carrying amount of the related tower assets and depreciated over their estimated useful lives and the liability is accreted through the obligation’s estimated settlement date.
+Added: We updated our assumptions used in estimating our aggregate asset retirement obligation, which resulted in a net increase in the estimated obligation of $65.0 million during the year ended December 31, 2020.
The change in 2020 primarily resulted from changes in timing of certain settlement date and cost assumptions.
24 unchanged sentences
Escalation clauses tied to a consumer price index or other inflation-based indices, and other incentives present in lease agreements with our tenants, are excluded from the straight-line calculation.
−Removed: Total property straight-line revenues for the years ended December 31, 2019 , 2018 and 2017 were $183.5 million , $87.6 million and $194.4 million , respectively.
+Added: Total property straight-line revenues for the years ended December 31, 2020, 2019 and 2018 were $322.0 million, $183.5 million and $87.6 million,
+Added: respectively.
Amounts billed upfront in connection with the execution of lease agreements are initially deferred and reflected in Unearned revenue in the accompanying consolidated balance sheets and recognized as revenue over the terms of the applicable lease arrangements.
Amounts billed or received for services prior to being earned are deferred and reflected in Unearned revenue in the accompanying consolidated balance sheets until the criteria for recognition have been met.
−Removed: We derive the largest portion of our revenues, corresponding trade receivables and the related deferred rent asset from a small number of tenants in the telecommunications industry, with 54% of our revenues derived from four tenants.
+Added: We derive the largest portion of our revenues, corresponding trade receivables and the related deferred rent asset from a small number of tenants in the telecommunications industry, with 55% of our revenues derived from three tenants.
In addition, we have concentrations of credit risk in certain geographic areas.
4 unchanged sentences
Any amounts that were previously recognized as revenue and subsequently determined to be uncollectible are charged to bad debt expense.
−Removed: Accounts receivable are reported net of allowances for doubtful accounts related to estimated
−Removed: losses resulting from a tenant’s inability to make required payments and allowances for amounts invoiced whose collectibility is not reasonably assured.
+Added: Accounts receivable are reported net of allowances for doubtful accounts related to estimated losses resulting from a tenant’s inability to make required payments and allowances for amounts invoiced whose collectibility is not reasonably assured.
• Rent Expense and Lease Accounting:
1 unchanged sentence
In addition, certain of our tenant leases require us to exercise available renewal options pursuant to the underlying ground lease if the tenant exercises its renewal option.
−Removed: We calculate straight-line ground rent expense for these leases based on the fixed non-cancellable term of the underlying ground lease plus all periods, if any, for which failure to renew the lease imposes an economic penalty to us such that renewal appears to be reasonably assured.
+Added: Our calculation of the lease liability includes straight-line ground rent expense for these leases based on the term of the underlying ground lease plus all periods, if any, for which failure to renew the lease imposes an economic penalty to us such that renewal appears to be reasonably assured.
Effective January 1, 2019, we adopted the new lease standard using the modified retrospective method applied to lease arrangements that were in place on the transition date.
7 unchanged sentences
To the extent that the timing of amounts recognized for financial reporting purposes differs from the timing of recognition for tax reporting purposes, deferred tax assets or liabilities are required to be recorded.
−Removed: Deferred tax assets and liabilities are measured based on the rate at which we expect these items to be reflected in our tax returns, which may differ from the current rate.
+Added: We measure deferred tax assets and liabilities using enacted tax rates expected to apply to taxable income in the years in which those temporary differences and carryforwards are expected to be recovered or settled.
+Added: The effect on deferred tax assets and liabilities as a result of a change in tax rates is recognized in income in the period that includes the enactment date.
We do not expect to pay federal income taxes on our REIT taxable income.
9 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.