8 unchanged sentences
Our management assessed the effectiveness of our internal control over financial reporting as of December 31, 2020.
−Removed: As discussed in Item 1 of this Annual Report under the caption “Business” and in note 7 to our consolidated financial statements included in this Annual Report, we completed our acquisition of Eaton Towers on December 31, 2019.
−Removed: As permitted by the rules and regulations of the SEC, we excluded from our assessment the internal control over financial reporting at Eaton Towers, whose financial statements reflect total assets and revenues constituting 6% and 0%, respectively, of the consolidated financial statement amounts as of, and for the year ended, December 31, 2019.
+Added: As discussed in Item 1 of this Annual Report under the caption “Business” and in note 7 to our consolidated financial statements included in this Annual Report, we completed the InSite Acquisition on December 23, 2020.
+Added: As permitted by the rules and regulations of the SEC, we excluded from our assessment the internal control over financial reporting at InSite, whose financial statements reflect total assets and revenues constituting 8% and 0%, respectively, of the consolidated financial statement amounts as of, and for the year ended, December 31, 2020.
In making its assessment of internal control over financial reporting, our management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission in Internal Control—Integrated Framework (2013) .
3 unchanged sentences
There have been no changes in our internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act) during the fiscal quarter ended December 31, 2020 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
−Removed: As set forth above, we excluded from our assessment the internal control over financial reporting at Eaton Towers for the year ended December 31, 2019.
−Removed: We consider Eaton Towers material to our results of operations, financial position and cash flows, and we are in the process of integrating the internal control procedures of Eaton Towers into our internal control structure.
+Added: As set forth above, we excluded from our assessment the internal control over financial reporting at InSite for the year ended December 31, 2020.
+Added: We consider InSite material to our results of operations, financial position and cash flows, and we are in the process of integrating the internal control procedures of InSite into our internal control structure.
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
3 unchanged sentences
In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2020, based on criteria established in Internal Control — Integrated Framework (2013) issued by COSO.
−Removed: We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 31, 2019, of the Company and our report dated February 25, 2020, expressed an unqualified opinion on those financial statements and included an explanatory paragraph related to the Company’s adoption of FASB Accounting Standards Update 2016-02, Leases (Topic 842) , on January 1, 2019.
−Removed: As described in Management’s Annual Report on Internal Control over Financial Reporting, management excluded from its assessment the internal control over financial reporting at Eaton Towers Holdings Limited (“Eaton Towers”), which was acquired on December 31, 2019, and whose financial statements constitute 6% of total assets and 0% of net revenues of the consolidated financial statement amounts as of and for the year ended December 31, 2019.
−Removed: Accordingly, our audit did not include the internal control over financial reporting at Eaton Towers.
+Added: We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 31, 2020, of the Company and our report dated February 25, 2021, expressed an unqualified opinion on those financial statements.
+Added: As described in Management’s Annual Report on Internal Control over Financial Reporting, management excluded from its assessment the internal control over financial reporting at InSite Wireless Group, LLC (“InSite”), which was acquired on December 23, 2020, and whose financial statements constitute 8% of total assets and 0% of total revenues of the consolidated financial statement amounts as of and for the year ended December 31, 2020.
+Added: Accordingly, our audit did not include the internal control over financial reporting at InSite.
Basis for Opinion
19 unchanged sentences
Our executive officers and their respective ages and positions as of February 18, 2021 are set forth below:
−Removed: Chairman, President and Chief Executive Officer
−Removed: Executive Vice President and Chief Financial Officer
−Removed: Edmund DiSanto
−Removed: Executive Vice President, Chief Administrative Officer, General Counsel and Secretary
+Added: Bartlett 62 President and Chief Executive Officer
+Added: Smith 55 Executive Vice President, Chief Financial Officer and Treasurer
+Added: Edmund DiSanto 68 Executive Vice President, Chief Administrative Officer, General Counsel and Secretary
57 Senior Vice President and Chief Accounting Officer
−Removed: Olivier Puech
−Removed: Executive Vice President and President, Latin America and EMEA
−Removed: Executive Vice President and President, Asia
−Removed: Executive Vice President and President, U.S.
+Added: Olivier Puech 53 Executive Vice President and President, Latin America and EMEA
+Added: Amit Sharma 70 Executive Vice President and President, Asia
+Added: Vondran 50 Executive Vice President and President, U.S.
Tower Division
−Removed: Taiclet is our Chairman, President and Chief Executive Officer.
−Removed: Taiclet was appointed President and Chief Operating Officer in September 2001, was named Chief Executive Officer in October 2003 and was selected as Chairman of the Board in February 2004.
−Removed: Prior to joining us, Mr.
−Removed: Taiclet served as President of Honeywell Aerospace Services, a unit of Honeywell International, and prior to that as Vice President, Engine Services at Pratt & Whitney, a unit of United Technologies Corporation.
−Removed: He was also previously a consultant at McKinsey & Company, specializing in telecommunications and aerospace strategy and operations.
−Removed: Taiclet began his career as a United States Air Force officer and pilot and served in the Gulf War.
−Removed: He holds a Master in Public Affairs degree from Princeton University, where he was awarded a Fellowship at the Woodrow Wilson School, and is a Distinguished Graduate of the United States Air Force Academy with majors in Engineering and International Relations.
−Removed: Taiclet is a member of the Council on Foreign Relations, the Business Roundtable, the Business Council and the Commercial Club of Boston.
−Removed: He is also a member of the Digital Communications Governors Community of the World Economic Forum (Davos).
−Removed: He also serves as a member of the Executive Board of The National Association of Real Estate Investment Trusts (Nareit), the Board of Trustees of Brigham and Women’s Health Care, Inc., the Advisory Council for the Princeton University Woodrow Wilson School of Public and International Affairs, Lockheed Martin’s Board of Directors, the US India Business Council Board and the U.S.-India Strategic Partnership Forum Board.
−Removed: In August 2015, Mr.
−Removed: Taiclet was appointed to the U.S.-India CEO Forum, and, in October 2018, he was appointed Co-Chair of the U.S.-India CEO Forum by the U.S.
−Removed: Department of Commerce.
−Removed: Bartlett is our Executive Vice President and Chief Financial Officer.
−Removed: Bartlett joined us in April 2009 as Executive Vice President and Chief Financial Officer.
+Added: Bartlett is our President and Chief Executive Officer.
+Added: Bartlett joined us in April 2009 as Executive Vice President and Chief Financial Officer and served in that role until March 2020 when he was appointed to his current position.
Bartlett served as our Treasurer from February 2012 to December 2013, and again from July 2017 to August 2018.
Prior to joining us, Mr.
−Removed: Bartlett served as Senior Vice President and Corporate Controller with Verizon Communications, Inc.
−Removed: from November 2005 to March 2009.
−Removed: In this role, he was responsible for corporate-wide accounting, tax planning and compliance, SEC financial reporting, budget reporting and analysis and capital expenditures planning functions.
−Removed: Bartlett previously held the roles of Senior Vice President and Treasurer, as well as Senior Vice President Investor Relations.
−Removed: During his twenty-five year career with Verizon Communications and its predecessor companies and affiliates, he served in numerous operations and business development roles, including as the President and Chief Executive Officer of Bell Atlantic International Wireless from 1995 through 2000, where he was responsible for wireless activities in North America, Latin America, Europe and Asia, and was also an area President in Verizon’s U.S.
−Removed: wireless business responsible for all operational aspects in both the Northeast and Mid-Atlantic states.
−Removed: Bartlett began his career at Deloitte, Haskins & Sells.
−Removed: Bartlett currently serves on the board of directors of Equinix, Inc.
−Removed: Bartlett earned an M.B.A.
−Removed: from Rutgers University, a Bachelor of Science in Engineering from Lehigh University and became a Certified Public Accountant.
+Added: Bartlett served as Senior Vice President and Corporate Controller with Verizon Communications.
+Added: During his 25-year career with Verizon Communications and its predecessor companies and affiliates, he served in numerous operations and business development roles, including as President and Chief Executive Officer of Bell Atlantic International Wireless from 1995 through 2000, where he was responsible for wireless activities in North America, Latin America, Europe and Asia.
+Added: In addition, Mr.
+Added: Bartlett served as CEO of Iusacell, a publicly traded, nationwide cellular company in Mexico, CEO of Verizon's Global Solutions Inc., a global connectivity business providing lit and dark fiber services primarily to global enterprises, and as an Area President for Verizon’s U.S.
+Added: wireless business, where he was responsible for all operational aspects of the business in the Northeast and Mid-Atlantic states.
+Added: He began his career at Deloitte, Haskins & Sells.
+Added: Bartlett is a member of the World Economic Forum’s Information and Communications Technologies (ICT) Board of Governors, the National Association of Real Estate Investment Trust (NAREIT) Executive Committee and the Business Roundtable.
+Added: He currently serves on the Board of Directors of Equinix, Inc., sits on the Samaritans advisory council, is on the Board of Advisors of the Rutgers Business School, is a member of the New England Technology Executive Summit and is on the Massachusetts Institute of Technology Presidential CEO Advisory Board.
+Added: He earned an M.B.A.
+Added: from Rutgers University and a Bachelor of Science degree in Engineering from Lehigh University.
+Added: Smith is our Executive Vice President, Chief Financial Officer and Treasurer.
+Added: Smith joined us in October 2009, and previously held the roles of Senior Vice President, Corporate Finance and Treasurer and Senior Vice President and Chief Financial Officer of American Tower's U.S.
+Added: Tower Division.
+Added: Prior to joining us, Mr.
+Added: Smith served as Executive Vice President, Chief Financial Officer and as a general Board Member of Lightower, a private equity backed wireless infrastructure company.
+Added: Prior to Lightower, he served as Chief Financial Officer and Treasurer (and earlier as Vice President and Controller) for RoweCom, a publicly traded company with operations in eight countries.
+Added: Early in his career, Mr.
+Added: Smith held several leadership positions at Nextel Communications, including Director of Finance and General Manager of one of the Company's Northeast markets.
+Added: Smith earned his M.B.A from Suffolk University, a Certificate of Accountancy from Bentley College and a Bachelor of Science in Finance from Merrimack College.
Edmund DiSanto is our Executive Vice President, Chief Administrative Officer, General Counsel and Secretary.
1 unchanged sentence
DiSanto was with Pratt & Whitney, a unit of United Technologies Corporation.
−Removed: DiSanto started with United Technologies in 1989, where he first served as Assistant General Counsel of its Carrier subsidiary, then corporate Executive Assistant to the Chairman and Chief Executive Officer of United Technologies.
+Added: DiSanto started with United Technologies in 1989, where he first served as Assistant General Counsel of its Carrier subsidiary, then as corporate Executive Assistant to the Chairman and Chief Executive Officer of United Technologies.
From 1997, he held various legal and business roles at its Pratt & Whitney unit, including Deputy General Counsel and most recently, Vice President, Global Service Partners, Business Development.
4 unchanged sentences
DiSanto became a member of the Board of Directors of the Business Council for International Understanding.
−Removed: DiSanto also currently serves as a Strategic Officer at the World Economic Forum.
+Added: DiSanto also currently serves as a Strategic Officer at the World Economic Forum and in 2020, Mr.
+Added: DiSanto was named to the Board of the U.S.-India Business Council.
is our Senior Vice President and Chief Accounting Officer.
3 unchanged sentences
Meyer also served as Corporate Controller and Vice President of Finance while at Bright Horizons.
−Removed: Prior to that, from 1997 to 1998, Mr.
+Added: Prior to that, from 1997 to 1998,
Meyer served as Director of Financial Planning and Analysis at First Security Services Corp.
1 unchanged sentence
Olivier Puech is our Executive Vice President and President, Latin America and EMEA.
−Removed: Puech joined us in 2013 as our Senior Vice President and CEO of Latin America and served in that role until October 2018 when he was appointed to his current position.
+Added: Puech joined us in 2013 as Senior Vice President and CEO of Latin America and served in that role until October 2018 when he was appointed to his current position.
Prior to joining us, Mr.
6 unchanged sentences
Puech was appointed by the U.S.
−Removed: Secretary of Commerce to serve on the President’s Advisory Counsel on Doing Business in Africa.
+Added: Secretary of Commerce to serve on the President’s Advisory Council on Doing Business in Africa.
He is fluent in English, French, Spanish, Italian and Portuguese.
1 unchanged sentence
Sharma joined us in September 2007.
−Removed: Prior to joining us, since 1992, Mr.
+Added: Prior to joining us, from 1992, Mr.
Sharma worked at Motorola, where he led country teams in India and Southeast Asia, including as Country President, India and as Head of Strategy, Asia-Pacific.
Sharma also served on Motorola’s Asia-Pacific Board and was a member of its senior leadership team.
−Removed: Sharma also worked at GE Capital, serving as Vice President, Strategy and Business Development, and prior to that, with McKinsey, New York, serving as a core member of the firm's Electronics and Marketing Practices.
+Added: Previously, Mr.
+Added: Sharma worked at GE Capital, serving as Vice President, Strategy and Business Development, and prior to that, with McKinsey, New York, serving as a core member of the firm's Electronics and Marketing Practices.
Sharma earned an M.B.A.
3 unchanged sentences
Tower Division.
−Removed: Vondran joined us in 2000 as a member of our legal team and served in a variety of positions until August 2004 when he was appointed Senior Vice President of our U.S.
−Removed: Leasing Operations, where he oversaw project management, operational finance and national sales teams.
−Removed: Vondran served as Senior Vice President, General Counsel for our U.S.
−Removed: Tower Division from July 2010 to August 2018, at which time he was appointed to his current position.
−Removed: Prior to joining American Tower, Mr.
−Removed: Vondran had been an associate at the law firm of Lewellen & Frazier LLP, served as telecommunications consultant with the firm of Young & Associates, LLC and as a Law Clerk to the Honorable John Stroud on the Arkansas Court of Appeals.
−Removed: In September 2018, Mr.
−Removed: Vondran was appointed director of CTIA - the Wireless Association, and served as chairperson of WIA - The Wireless Infrastructure Association, formerly known as PCIA, from October 2018 to March 2019.
+Added: Vondran joined us in 2000 as a member of our corporate legal team and served in a variety of positions until August 2004 when he was appointed Senior Vice President of our U.S.
+Added: Leasing Operations.
+Added: In August 2010, Mr.
+Added: Vondran was appointed Senior Vice President, General Counsel of our U.S.
+Added: Tower Division and served in that role until August 2018, when he was appointed to his current position.
+Added: Vondran joined the Cellular Telecommunications Industry Association (CTIA) Board in September 2018, and, in October 2018, he joined the Board of Directors for the Wireless Infrastructure Association (WIA).
+Added: Prior to joining us, Mr.
+Added: Vondran was an associate at the law firm of Lewellen & Frazier LLP, served as a telecommunications consultant with the firm of Young & Associates, Inc., and was a Law Clerk to the Hon.
+Added: John Stroud on the Arkansas Court of Appeals.
He received his J.D.
−Removed: with high honors from the University of Arkansas at Little Rock School of Law and is a graduate of Hendrix College.
−Removed: The information under “Election of Directors” and “Section 16(a) Beneficial Ownership Reporting Compliance” from the Definitive Proxy Statement is incorporated herein by reference.
+Added: with high honors from the University of Arkansas at Little Rock School of Law and a Bachelor of Arts in Economics and Business from Hendrix College.
+Added: The information under “Election of Directors” and “Delinquent Section 16(a) Reports,” if applicable, from the Definitive Proxy Statement is incorporated herein by reference.
Information required by this item pursuant to Item 407(c)(3) of SEC Regulation S-K relating to our procedures by which security holders may recommend nominees to our Board of Directors, and pursuant to Item 407(d)(4) and 407(d)(5) of SEC Regulation S-K relating to our audit committee financial experts and identification of the audit committee of our Board of Directors, is contained in the Definitive Proxy Statement under “Corporate Governance” and is incorporated herein by reference.
16 unchanged sentences
American Tower Corporation and Subsidiaries Schedule III – Schedule of Real Estate and Accumulated Depreciation is filed herewith in response to this Item.
−Removed: See Index to Exhibits.
−Removed: INDEX TO EXHIBITS
Pursuant to the rules and regulations of the SEC, the Company has filed certain agreements as exhibits to this Annual Report on Form 10-K.
6 unchanged sentences
Incorporated By Reference
−Removed: Description of Document
−Removed: Date of Filing
+Added: Description of Document Form File No.
+Added: Date of Filing Exhibit No.
2.1 Agreement and Plan of Merger by and between American Tower Corporation and American Tower REIT, Inc., dated as of August 24, 2011
−Removed: August 25, 2011
+Added: 8-K 001-14195 August 25, 2011 2.1
3.1 Restated Certificate of Incorporation of the Company as filed with the Secretary of State of the State of Delaware, effective as of December 31, 2011
−Removed: January 3, 2012
+Added: 8-K 001-14195 January 3, 2012 3.1
3.2 Certificate of Merger, effective as of December 31, 2011
−Removed: January 3, 2012
+Added: 8-K 001-14195 January 3, 2012 3.2
3.3 Amended and Restated By-Laws of the Company, effective as of February 12, 2016
−Removed: February 16, 2016
+Added: 8-K 001-14195 February 16, 2016 3.1
+Added: 3.4 Certificate of Designations of the 5.25% Mandatory Convertible Preferred Stock, Series A, of the Company as filed with the Secretary of State of the State of Delaware, effective as of May 12, 2014
+Added: 8-K 001-14195 May 12, 2014 3.1
+Added: 3.5 Certificate of Designations of the 5.50% Mandatory Convertible Preferred Stock, Series B, of the Company as filed with the Secretary of State of the State of Delaware, effective as of March 3, 2015
+Added: 8-K 001-14195 March 3, 2015 3.1
4.1 Indenture dated as of May 13, 2010, by and between the Company and The Bank of New York Mellon Trust Company N.A., as Trustee
+Added: S-3ASR 333-166805 May 13, 2010 4.3
4.2 Supplemental Indenture No.
4, dated as of December 30, 2011, to Indenture dated as of May 13, 2010, by and among, the Predecessor Registrant, the Company and The Bank of New York Mellon Trust Company N.A., as Trustee
−Removed: January 3, 2012
+Added: 8-K 001-14195 January 3, 2012 4.6
+Added: Incorporated By Reference
+Added: Description of Document Form File No.
+Added: Date of Filing Exhibit No.
4.3 Supplemental Indenture No.
5, dated as of March 12, 2012, to Indenture dated as of May 13, 2010, by and between the Company and The Bank of New York Mellon Trust Company N.A., as Trustee, for the 4.70% Senior Notes due 2022
−Removed: March 12, 2012
−Removed: Incorporated By Reference
−Removed: Description of Document
−Removed: Date of Filing
+Added: 8-K 001-14195 March 12, 2012 4.1
4.4 Supplemental Indenture No.
6, dated as of January 8, 2013, to Indenture dated as of May 13, 2010, by and between the Company and The Bank of New York Mellon Trust Company N.A., as Trustee, for the 3.50% Senior Notes due 2023
−Removed: January 8, 2013
+Added: 8-K 001-14195 January 8, 2013 4.1
4.5 Indenture dated as of May 23, 2013, by and between the Company and U.S.
Bank National Association, as Trustee
−Removed: Supplemental Indenture No.
−Removed: 1, dated as of August 19, 2013, to Indenture dated as of May 23, 2013, by and between the Company and U.S.
−Removed: Bank National Association, as Trustee, for the 5.00% Senior Notes due 2024
−Removed: August 19, 2013
+Added: S-3ASR 333-188812 May 23, 2013 4.12
4.6 Supplemental Indenture No.
1 unchanged sentence
Bank National Association, as Trustee, for the 5.00% Senior Notes due 2024
−Removed: August 7, 2014
+Added: 8-K 001-14195 August 19, 2013 4.1
4.7 Supplemental Indenture No.
3, dated as of May 7, 2015, to Indenture dated as of May 23, 2013, by and between the Company and U.S.
−Removed: Bank National Association, as Trustee, for the 2.800% Senior Notes due 2020 and the 4.000% Senior Notes due 2025
+Added: Bank National Association, as Trustee, for the 4.000% Senior Notes due 2025
+Added: 8-K 001-14195 May 7, 2015 4.1
4.8 Supplemental Indenture No.
4, dated as of January 12, 2016, to Indenture dated as of May 23, 2013, by and between the Company and U.S.
−Removed: Bank National Association, as Trustee, for the 3.300% Senior Notes due 2021 and the 4.400% Senior Notes due 2026
−Removed: January 12, 2016
+Added: Bank National Association, as Trustee, for the 4.400% Senior Notes due 2026
+Added: 8-K 001-14195 January 12, 2016 4.1
4.9 Supplemental Indenture No.
1 unchanged sentence
Bank National Association, as Trustee, for the 3.375% Senior Notes due 2026
+Added: 8-K 001-14195 May 13, 2016 4.1
4.10 Supplemental Indenture No.
1 unchanged sentence
Bank National Association, as Trustee, for the 2.250% Senior Notes due 2022 and the 3.125% Senior Notes due 2027
−Removed: September 30, 2016
+Added: 8-K 001-14195 September 30, 2016 4.1
4.11 Supplemental Indenture No.
1 unchanged sentence
Bank National Association, as Trustee, and Elavon Financial Services DAC, UK Branch, as Paying Agent, for the 1.375% Senior Notes due 2025
−Removed: April 6, 2017
+Added: 8-K 001-14195 April 6, 2017 4.1
4.12 Supplemental Indenture No.
1 unchanged sentence
Bank National Association, as Trustee, for the 3.55% Senior Notes due 2027
−Removed: June 30, 2017
+Added: 8-K 001-14195 June 30, 2017 4.1
4.13 Supplemental Indenture No.
1 unchanged sentence
Bank National Association, as Trustee, for the 3.000% Senior Notes due 2023 and the 3.600% Senior Notes due 2028
−Removed: December 8, 2017
+Added: 8-K 001-14195 December 8, 2017 4.1
Incorporated By Reference
−Removed: Description of Document
−Removed: Date of Filing
+Added: Description of Document Form File No.
+Added: Date of Filing Exhibit No.
4.14 Supplemental Indenture No.
1 unchanged sentence
Bank National Association, as Trustee, and Elavon Financial Services DAC, UK Branch, as Paying Agent, for the 1.950% Senior Notes due 2026
+Added: 8-K 001-14195 May 22, 2018 4.1
4.15 Supplemental Indenture No.
1 unchanged sentence
Bank National Association, as Trustee, for the 3.375% Senior Notes due 2024 and the 3.950% Senior Notes due 2029
−Removed: March 15, 2019
+Added: 8-K 001-14195 March 15, 2019 4.1
4.16 Indenture dated as of June 4, 2019, by and between the Company and U.S.
Bank National Association, as Trustee
+Added: S-3ASR 333-231931 June 4, 2019 4.22
4.17 Supplemental Indenture No.
1 unchanged sentence
Bank National Association, as Trustee, for the 2.950% Senior Notes due 2025 and the 3.800% Senior Notes due 2029
−Removed: June 13, 2019
+Added: 8-K 001-14195 June 13, 2019 4.1
4.18 Supplemental Indenture No.
1 unchanged sentence
Bank National Association, as Trustee, for the 2.750% Senior Notes due 2027 and the 3.700% Senior Notes due 2049
−Removed: October 3, 2019
+Added: 8-K 001-14195 October 3, 2019 4.1
4.19 Supplemental Indenture No.
1 unchanged sentence
Bank National Association, as Trustee, for the 2.400% Senior Notes due 2025 and the 2.900% Senior Notes due 2030
−Removed: January 10, 2020
−Removed: Certificate of Designations of the 5.25% Mandatory Convertible Preferred Stock, Series A, of the Company as filed with the Secretary of State of the State of Delaware, effective as of May 12, 2014
−Removed: Certificate of Designations of the 5.50% Mandatory Convertible Preferred Stock, Series B, of the Company as filed with the Secretary of State of the State of Delaware, effective as of March 3, 2015
−Removed: March 3, 2015
−Removed: Deposit Agreement, dated March 3, 2015, among the Company, Computershare Trust Company, N.A., Computershare Inc.
−Removed: and the holders from time to time of the depositary receipts evidencing the depositary shares, for the 5.50% Mandatory Convertible Preferred Stock, Series B
−Removed: March 3, 2015
−Removed: Third Amended and Restated Indenture, dated May 29, 2015, by and between GTP Acquisition Partners I, LLC, ACC Tower Sub, LLC, DCS Tower Sub, LLC, GTP South Acquisitions II, LLC, GTP Acquisition Partners II, LLC, GTP Acquisition Partners, III, LLC, GTP Infrastructure I, LLC, GTP Infrastructure II, LLC, GTP Infrastructure III, LLC, GTP Towers VIII, LLC, GTP Towers I, LLC, GTP Towers II, LLC, GTP Towers IV, LLC, GTP Towers V, LLC, GTP Towers VII, LLC, GTP Towers IX, LLC, PCS Structures Towers, LLC and GTP TRS I LLC, as Obligors, and The Bank of New York Mellon, as Trustee
−Removed: July 29, 2015
+Added: 8-K 001-14195 January 10, 2020 4.1
+Added: 4.20 Supplemental Indenture No.
+Added: 4, dated as of June 3, 2020, to Indenture dated as of June 4, 2019, by and between American Tower Corporation and U.S.
+Added: Bank National Association, as Trustee, for the 1.300% Senior Notes due 2025, the 2.100% Senior Notes due 2030 and the 3.100% Senior Notes due 2050
+Added: 8-K 001-14195 June 3, 2020 4.1
+Added: 4.21 Supplemental Indenture No.
+Added: 5, dated as of September 10, 2020, to Indenture dated as of June 4, 2019, by and between the Company, U.S.
+Added: Bank National Association, as Trustee, and Elavon Financial Services DAC, UK Branch, as Paying Agent, for the 0.500% Senior Notes due 2028 and the 1.000% Senior Notes due 2032
+Added: 8-K 001-14195 September 10, 2020 4.1
+Added: 4.22 Supplemental Indenture No.
+Added: 6, dated as of September 28, 2020, to Indenture dated as of June 4, 2019, by and between American Tower Corporation and U.S.
+Added: Bank National Association, as Trustee, for the 1.875% Senior Notes due 2030
+Added: 8-K 001-14195 September 28, 2020 4.1
+Added: 4.23 Supplemental Indenture No.
+Added: 7, dated as of November 20, 2020, to Indenture dated as of June 4, 2019, by and between American Tower Corporation and U.S.
+Added: Bank National Association, as Trustee, for the 0.600% Senior Notes due 2024, the 1.500% Senior Notes due 2028 and the 2.950% Senior Notes due 2051
+Added: 8-K 001-14195 November 20, 2020 4.1
Incorporated By Reference
−Removed: Description of Document
−Removed: Date of Filing
−Removed: Series 2015-1 Supplement, dated May 29, 2015, to the Third Amended and Restated Indenture dated May 29, 2015
−Removed: July 29, 2015
+Added: Description of Document Form File No.
+Added: Date of Filing Exhibit No.
+Added: 4.24 Third Amended and Restated Indenture, dated May 29, 2015, by and between GTP Acquisition Partners I, LLC, ACC Tower Sub, LLC, DCS Tower Sub, LLC, GTP South Acquisitions II, LLC, GTP Acquisition Partners II, LLC, GTP Acquisition Partners, III, LLC, GTP Infrastructure I, LLC, GTP Infrastructure II, LLC, GTP Infrastructure III, LLC, GTP Towers VIII, LLC, GTP Towers I, LLC, GTP Towers II, LLC, GTP Towers IV, LLC, GTP Towers V, LLC, GTP Towers VII, LLC, GTP Towers IX, LLC, PCS Structures Towers, LLC and GTP TRS I LLC, as Obligors, and The Bank of New York Mellon, as Trustee
+Added: 10-Q 001-14195 July 29, 2015 4.2
4.25 Series 2015-2 Supplement, dated May 29, 2015, to the Third Amended and Restated Indenture dated May 29, 2015
−Removed: July 29, 2015
+Added: 10-Q 001-14195 July 29, 2015 4.4
4.26 Description of Registrant’s Securities
Filed herewith as Exhibit 4.26 — — —
−Removed: American Tower Systems Corporation 1997 Stock Option Plan, as amended
−Removed: November 29, 2006
10.1 American Tower Corporation 2000 Employee Stock Purchase Plan, as amended and restated
−Removed: March 1, 2010
+Added: 10-K 001-14195 March 1, 2010 10.5
10.2* American Tower Corporation 2007 Equity Incentive Plan
−Removed: March 22, 2017
+Added: DEF 14A 001-14195 March 22, 2017 Annex A
10.3* Amendment to American Tower Corporation 2007 Equity Incentive Plan
−Removed: March 14, 2017
+Added: 8-K 001-14195 March 14, 2017 10.1
10.4* Form of Notice of Grant of Nonqualified Stock Option and Option Agreement (U.S.
Employee) Pursuant to the American Tower Corporation 2007 Equity Incentive Plan, as amended
−Removed: February 27, 2013
−Removed: Form of Notice of Grant of Nonqualified Stock Option and Option Agreement (Non-U.S.
−Removed: Employee) Pursuant to the American Tower Corporation 2007 Equity Incentive Plan, as amended
−Removed: February 27, 2013
−Removed: Form of Restricted Stock Unit Agreement (U.S.
−Removed: Employee/ Non-U.S.
−Removed: Employee Director) (For grants made through March 9, 2016) Pursuant to the American Tower Corporation 2007 Equity Incentive Plan, as amended
−Removed: February 27, 2013
+Added: 10-K 001-14195 February 27, 2013 10.6
10.5* Form of Restricted Stock Unit Agreement (Non-U.S.
Employee) (For grants made through February 28, 2019) Pursuant to the American Tower Corporation 2007 Equity Incentive Plan, as amended
−Removed: February 27, 2013
+Added: 10-K 001-14195 February 27, 2013 10.9
10.6* Form of Notice of Grant of Restricted Stock Units and RSU Agreement (U.S.
Employee / Time) (Non-Employee Director) (For grants made March 10, 2016 - February 28, 2019) Pursuant to the American Tower Corporation 2007 Equity Incentive Plan, as amended
−Removed: March 9, 2016
+Added: 8-K 001-14195 March 9, 2016 10.1
10.7* Form of Restricted Stock Unit Agreement (U.S.
Employee/ Non-Employee Director) (For grants made beginning March 1, 2019) Pursuant to the American Tower Corporation 2007 Equity Incentive Plan, as amended
−Removed: February 27, 2019
+Added: 10-K 001-14195 February 27, 2019 10.10
10.8* Form of Restricted Stock Unit Agreement (Non-U.S.
Employee) (For grants made beginning March 1, 2019) Pursuant to the American Tower Corporation 2007 Equity Incentive Plan, as amended
−Removed: February 27, 2019
−Removed: Incorporated By Reference
−Removed: Description of Document
−Removed: Date of Filing
−Removed: Notice of Grant of Performance-Based Restricted Stock Units and PSU Agreement (U.S.
−Removed: Employee) (CEO) Pursuant to the American Tower Corporation 2007 Equity Incentive Plan, as amended
−Removed: March 9, 2016
+Added: 10-K 001-14195 February 27, 2019 10.11
10.9* Form of Notice of Grant of Performance-Based Restricted Stock Units Agreement (U.S.
Employee) (For grants made before 2019) Pursuant to the American Tower Corporation 2007 Equity Incentive Plan, as amended
−Removed: July 31, 2018
+Added: 8-K 001-14195 July 31, 2018 10.1
+Added: Incorporated By Reference
+Added: Description of Document Form File No.
+Added: Date of Filing Exhibit No.
10.10* Form of Notice of Grant of Performance-Based Restricted Stock Units Agreement (U.S.
Employee) (For grants made beginning 2019) Pursuant to the American Tower Corporation 2007 Equity Incentive Plan, as amended
−Removed: February 27, 2019
+Added: 10-K 001-14195 February 27, 2019 10.14
+Added: 10.11* Form of Notice of Grant of Performance-Based Restricted Stock Units Agreement (U.S.
+Added: Employee) (For grants made beginning April 11, 2020) Pursuant to the American Tower Corporation 2007 Equity Incentive Plan, as amended
+Added: 8-K/A 001-14195 April 16, 2020 10.1
10.12 Second Amended and Restated Loan and Security Agreement, dated as of March 29, 2018, by and between American Tower Asset Sub, LLC and American Tower Assets Sub II, LLC, as Borrowers, and U.S.
Bank National Association, as Trustee for American Tower Trust I, as Lender
+Added: 10-Q 001-14195 May 2, 2018 10.2
10.13 First Amended and Restated Management Agreement, dated as of March 15, 2013, by and between American Tower Asset Sub, LLC and American Tower Asset Sub II, LLC, as Owners, and SpectraSite Communications, LLC, as Manager
+Added: 10-Q 001-14195 May 1, 2013 10.2
10.14 Second Amended and Restated Trust and Servicing Agreement, dated as of March 29, 2018, by and among American Tower Depositor Sub, LLC, as Depositor, Midland Loan Services, a Division of PNC Bank, National Association, as Servicer, and U.S.
Bank National Association, as Trustee
+Added: 10-Q 001-14195 May 2, 2018 10.3
10.15 Second Amended and Restated Cash Management Agreement, dated as of March 29, 2018, by and among American Tower Asset Sub, LLC and American Tower Asset Sub II, LLC, as Borrowers, and U.S.
1 unchanged sentence
Bank National Association, as Agent, and SpectraSite Communications, LLC, as Manager
+Added: 10-Q 001-14195 May 2, 2018 10.4
10.16 Agreement to Sublease by and among ALLTEL Communications, Inc.
1 unchanged sentence
and American Tower Corporation, dated December 19, 2000
−Removed: April 2, 2001
+Added: 10-K 001-14195 April 2, 2001 2.2
10.17 Lease and Sublease, dated as of December 14, 2000, by and among SBC Tower Holdings LLC, Southern Towers, Inc., SBC Wireless, LLC and SpectraSite Holdings, Inc.
SpectraSite Holdings, Inc.
−Removed: Quarterly Report on Form 10-Q
−Removed: Incorporated By Reference
−Removed: Description of Document
−Removed: Date of Filing
+Added: Quarterly Report on Form 10-Q 000-27217 May 11, 2001 10.2
10.18** Amendment to Lease and Sublease, dated September 30, 2008, by and between SpectraSite, LLC, American Tower Asset Sub II, LLC, SBC Wireless, LLC and SBC Tower Holdings LLC
+Added: 10-Q 001-14195 May 8, 2009 10.7
10.19* Summary Compensation Information for Current Named Executive Officers
−Removed: March 4, 2019
+Added: 8-K 001-14195 March 2, 2020 Item 5.02(e)
+Added: Incorporated By Reference
+Added: Description of Document Form File No.
+Added: Date of Filing Exhibit No.
+Added: 10.20* Summary Compensation Information for Newly Appointed Chief Executive Officer and Chief Financial Officer
+Added: 8-K/A 001-14195 April 16, 2020 Item 5.02(c)
10.21 Form of Waiver and Termination Agreement
−Removed: March 5, 2009
+Added: 8-K 001-14195 March 5, 2009 10.4
10.22* American Tower Corporation Severance Plan, as amended
−Removed: March 1, 2010
+Added: 10-K 001-14195 March 1, 2010 10.35
10.23* American Tower Corporation Severance Plan, Program for Executive Vice Presidents and Chief Executive Officer, as amended
−Removed: March 1, 2010
+Added: 10-K 001-14195 March 1, 2010 10.36
10.24* Assignment Letter Agreement, dated February 1, 2018, by and between the Company and Amit Sharma
−Removed: February 27, 2019
+Added: 10-K 001-14195 February 27, 2019 10.31
10.25* Employment Letter Agreement, dated February 1, 2018, by and between the Company and Amit Sharma
−Removed: February 27, 2019
−Removed: Letter Agreement, dated as of July 31, 2018, by and between the Company and Steven O.
+Added: 10-K 001-14195 February 27, 2019 10.32
+Added: 10.26* Letter Agreement, dated as of April 24, 2020, by and between the Company and Thomas A.
+Added: 10-Q 001-14195 July 30, 2020 10.3
+Added: 10.27* Letter Agreement, dated as of April 24, 2020, by and between the Company and Rodney M.
+Added: 10-Q 001-14195 July 30, 2020 10.4
+Added: 10.28* Letter Agreement, dated as of September 15, 2018, by and between the Company and Olivier Puech
Filed herewith as Exhibit 10.28 — — —
−Removed: Ninth Amendment to Loan Agreement, dated as of December 20, 2019, providing for the Amended and Restated Multicurrency Revolving Credit Agreement, dated as of December 20, 2019, among the Company, as Borrower, Toronto Dominion (Texas) LLC, as Administrative Agent and Swingline Lender, TD Securities (USA) LLC, Mizuho Bank, LTD., Barclays Bank PLC, BofA Securities, Inc., Citibank, N.A., JPMorgan Chase Bank, N.A., Morgan Stanley MUFG Loan Partners, LLC and RBC Capital Markets, as Joint Lead Arrangers and Joint Bookrunners, Mizuho Bank, Ltd., as Syndication Agent, Bank of America, N.A., Barclays Bank PLC, Citibank, N.A, JPMorgan Chase Bank, N.A., Morgan Stanley MUFG Loan Partners, LLC and Royal Bank of Canada as Co-Documentation Agents, and the several other lenders that are parties thereto
+Added: 10.29 Second Amended and Restated Multicurrency Revolving Credit Agreement, dated as of February 10, 2021, among the Company and certain of its subsidiaries, as Borrower, Toronto Dominion (Texas) LLC, as Administrative Agent and Swingline Lender, BofA Securities, Inc., TD Securities (USA) LLC, Mizuho Bank, Ltd., Barclays Bank PLC, Citibank, N.A., JPMorgan Chase Bank, N.A., RBC Capital Markets and Morgan Stanley MUFG Loan Partners, LLC, as Joint Lead Arrangers and Joint Bookrunners, Mizuho Bank, Ltd., as Syndication Agent, and BofA Securities, Inc., Barclays Bank PLC, Citibank, N.A, JPMorgan Chase Bank, N.A., Royal Bank of Canada and Morgan Stanley MUFG Loan Partners, LLC, as Co-Documentation Agents
Filed herewith as Exhibit 10.29 — — —
−Removed: Eighth Amendment to Term Loan Agreement, dated as of December 20, 2019, providing for the Amended and Restated Term Loan Agreement, dated as of December 20, 2019, among the Company, as Borrower, Mizuho Bank, Ltd., as Administrative Agent;
−Removed: TD Securities (USA) LLC, as Syndication Agent, Bank of America, N.A., Barclays Bank PLC, Citibank, N.A, JPMorgan Chase Bank, N.A., Morgan Stanley MUFG Loan Partners, LLC and Royal Bank of Canada as Co-Documentation Agents, Mizuho Bank, Ltd., TD Securities (USA) LLC, Barclays Bank PLC, BofA Securities, Inc., Citibank, N.A., JPMorgan Chase Bank, N.A., Morgan Stanley MUFG Loan Partners, LLC and RBC Capital Markets as Joint Lead Arrangers and Joint Bookrunners, and the several other lenders that are parties thereto
+Added: 10.30 Third Amended and Restated Revolving Credit Agreement, dated as of February 10, 2021, among the Company, as Borrower, Toronto Dominion (Texas) LLC, as Administrative Agent and Swingline Lender, BofA Securities, Inc., TD Securities (USA) LLC, Mizuho Bank, Ltd., Barclays Bank PLC, Citibank, N.A., JPMorgan Chase Bank, N.A., RBC Capital Markets and Morgan Stanley MUFG Loan Partners, LLC, as Joint Lead Arrangers and Joint Bookrunners, Mizuho Bank, Ltd., as Syndication Agent, and BofA Securities, Inc., Barclays Bank PLC, Citibank, N.A, JPMorgan Chase Bank, N.A., Royal Bank of Canada and Morgan Stanley MUFG Loan Partners, LLC, as Co-Documentation Agents
Filed herewith as Exhibit 10.30 — — —
Incorporated By Reference
−Removed: Description of Document
−Removed: Date of Filing
−Removed: Seventh Amendment to Loan Agreement, dated as of December 20, 2019, providing for the Second Amended and Restated Revolving Credit Agreement, dated as of December 20, 2019, among the Company, as Borrower, Toronto Dominion (Texas) LLC, as Administrative Agent, and Swingline Lender, TD Securities (USA) LLC, Mizuho Bank, Ltd., Barclays Bank PLC, BofA Securities, Inc., Citibank, N.A., JPMorgan Chase Bank, N.A., Morgan Stanley MUFG Loan Partners, LLC and RBC Capital Markets, as Joint Lead Arrangers and Joint Bookrunners, Mizuho Bank, Ltd., as Syndication Agent, Bank of America, N.A., Barclays Bank PLC, Citibank, N.A, JPMorgan Chase Bank, N.A., Morgan Stanley MUFG Loan Partners, LLC and Royal Bank of Canada as Co-Documentation Agents, and the several other lenders that are parties thereto
−Removed: Filed herewith as Exhibit 10.31
−Removed: Term Loan Agreement, dated February 13, 2020, among the Company, as Borrower, Mizuho Bank, Ltd., as Administrative Agent, Joint Lead Arranger and Joint Bookrunner, The Bank of Nova Scotia, Sumitomo Mitsui Banking Corporation, PNC Bank, National Association, TD Securities (USA) LLC and Banco Bilbao Vizcaya Argentaria, S.A.
−Removed: New York Branch, as Co-Syndication Agents and The Bank of Nova Scotia, Sumitomo Mitsui Banking Corporation, PNC Capital Markets LLC, TD Securities (USA) LLC and BBVA Securities Inc., as Joint Lead Arrangers and Joint Bookrunners
+Added: Description of Document Form File No.
+Added: Date of Filing Exhibit No.
+Added: 10.31 Eighth Amendment to Term Loan Agreement, dated as of December 20, 2019, providing for the Amended and Restated Term Loan Agreement, dated as of December 20, 2019, among the Company, as Borrower, Mizuho Bank, Ltd., as Administrative Agent;
+Added: TD Securities (USA) LLC, as Syndication Agent, Bank of America, N.A., Barclays Bank PLC, Citibank, N.A, JPMorgan Chase Bank, N.A., Morgan Stanley MUFG Loan Partners, LLC and Royal Bank of Canada as Co-Documentation Agents, Mizuho Bank, Ltd., TD Securities (USA) LLC, Barclays Bank PLC, BofA Securities, Inc., Citibank, N.A., JPMorgan Chase Bank, N.A., Morgan Stanley MUFG Loan Partners, LLC and RBC Capital Markets as Joint Lead Arrangers and Joint Bookrunners, and the several other lenders that are parties thereto
+Added: 10-K 001-14195 February 25, 2020 10.30
+Added: 10.32 First Amendment to Term Loan Agreement, dated as of February 10, 2021, among the Company, as Borrower, Mizuho Bank, Ltd., as Administrative Agent, and certain other lenders under the Company’s Amended and Restated Term Loan Agreement, dated as of December 20, 2019
Filed herewith as Exhibit 10.32 — — —
10.33 Master Agreement, dated as of February 5, 2015, among the Company and Verizon Communications Inc.
−Removed: February 24, 2015
+Added: 10-K 001-14195 February 24, 2015 10.45
10.34 Master Prepaid Lease, dated as of March 27, 2015, among certain subsidiaries of the Company and Verizon Communications Inc.
−Removed: April 30, 2015
+Added: 10-Q 001-14195 April 30, 2015 10.8
10.35 Sale Site Master Lease Agreement, dated as of March 27, 2015, among certain subsidiaries of the Company, Verizon Communications Inc.
and certain of its subsidiaries
−Removed: April 30, 2015
+Added: 10-Q 001-14195 April 30, 2015 10.9
10.36 MPL Site Master Lease Agreement, dated as of March 27, 2015, among Verizon Communications Inc.
and certain of its subsidiaries and ATC Sequoia LLC
−Removed: April 30, 2015
+Added: 10-Q 001-14195 April 30, 2015 10.10
10.37 Management Agreement, dated as of March 27, 2015, among Verizon Communications Inc., and certain of its subsidiaries and ATC Sequoia LLC
−Removed: April 30, 2015
+Added: 10-Q 001-14195 April 30, 2015 10.11
10.38 Shareholders Agreement, dated as of October 21, 2015, by and amongst Viom Networks Limited, Tata Sons Limited, Tata Teleservices Limited, IDFC Private Equity Fund III, Macquarie SBI Infrastructure Investments Pte Limited, SBI Macquarie Infrastructure Trust and ATC Asia Pacific Pte.
−Removed: February 26, 2016
−Removed: Share Purchase Agreement, dated as of May 30, 2019, by and among the certain sellers listed therein, ATC Heston B.V.
−Removed: and American Tower International, Inc.
−Removed: July 31, 2019
+Added: 10-K 001-14195 February 26, 2016 10.53
+Added: 10.39 Securities Purchase Agreement, dated as of November 4, 2020, by and among IWG Holdings, LLC, American Tower Investments LLC and IWG Rep, LLC
+Added: Filed herewith as Exhibit 10.39 — — —
+Added: 10.40 First Amendment to Securities Purchase Agreement, dated as of December 22, 2020, by and among IWG Holdings, LLC, American Tower Investments LLC and IWG Rep, LLC
+Added: Filed herewith as Exhibit 10.40 — — —
Incorporated By Reference
−Removed: Description of Document
−Removed: Date of Filing
+Added: Description of Document Form File No.
+Added: Date of Filing Exhibit No.
+Added: 10.41 Agreement For the Sale and Purchase of the Towers Europe Division of Telxius Telecom, S.A., dated as of January 13, 2021, between Telxius Telecom, S.A.
+Added: and American Tower International, Inc.
+Added: Filed herewith as Exhibit 10.41 — — —
+Added: 10.42 Agreement For the Sale and Purchase of the Towers LatAm Division of Telxius Telecom, S.A., dated as of January 13, 2021, between Telxius Telecom, S.A.
+Added: and American Tower International, Inc.
+Added: Filed herewith as Exhibit 10.42 — — —
+Added: 10.43 Commitment Letter, dated as of January 13, 2021, among the Company, Bank of America, N.A.
+Added: and BofA Securities, Inc.
+Added: Filed herewith as Exhibit 10.43 — — —
+Added: 10.44 364-Day Term Loan Agreement, dated as of February 10, 2021, among the Company, as Borrower, Bank of America, N.A., as Administrative Agent, TD Securities (USA), LLC and Mizuho Bank, Ltd.
+Added: as Syndication Agents, BofA Securities, Inc., TD Securities (USA), LLC, Mizuho Bank, Ltd., Barclays Bank PLC, Citibank, N.A., JPMorgan Chase Bank, N.A., RBC Capital Markets and Morgan Stanley MUFG Loan Partners, LLC as Joint Lead Arrangers and Joint Bookrunners, and Barclays Bank PLC, Citibank, N.A., JPMorgan Chase Bank, N.A., Royal Bank of Canada and Morgan Stanley MUFG Loan Partners, LLC, as Co-Documentation Agents
+Added: Filed herewith as Exhibit 10.44 — — —
+Added: 10.45 3-Year Term Loan Agreement, dated as of February 10, 2021, among the Company, as Borrower, Bank of America, N.A., as Administrative Agent, TD Securities (USA), LLC and Mizuho Bank, Ltd.
+Added: as Syndication Agents, BofA Securities, Inc., TD Securities (USA), LLC, Mizuho Bank, Ltd., Barclays Bank PLC, Citibank, N.A., JPMorgan Chase Bank, N.A., RBC Capital Markets and Morgan Stanley MUFG Loan Partners, LLC as Joint Lead Arrangers and Joint Bookrunners, and Barclays Bank PLC, Citibank, N.A., JPMorgan Chase Bank, N.A., Royal Bank of Canada and Morgan Stanley MUFG Loan Partners, LLC, as Co-Documentation Agents
+Added: Filed herewith as Exhibit 10.45 — — —
21 Subsidiaries of the Company
4 unchanged sentences
Filed herewith as Exhibit 31.1 — — —
+Added: Incorporated By Reference
+Added: Description of Document Form File No.
+Added: Date of Filing Exhibit No.
31.2 Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
16 unchanged sentences
A MERICAN T OWER C ORPORATION
−Removed: / S / JAMES D.
−Removed: Chairman, President and Chief Executive Officer
+Added: / S / THOMAS A.
+Added: President and Chief Executive Officer
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been duly signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
−Removed: / S / JAMES D.
−Removed: Chairman, President and Chief Executive Officer (Principal Executive Officer)
−Removed: February 25, 2020
+Added: Signature Title Date
/ S / THOMAS A.
−Removed: Executive Vice President and Chief Financial Officer (Principal Financial Officer)
−Removed: February 25, 2020
+Added: President and Chief Executive Officer (Principal Executive Officer), Director February 25, 2021
+Added: / S / RODNEY M.
+Added: Executive Vice President, Chief Financial Officer and Treasurer (Principal Financial Officer) February 25, 2021
/ S / ROBERT J.
−Removed: Senior Vice President and Chief Accounting Officer (Principal Accounting Officer)
−Removed: February 25, 2020
+Added: Senior Vice President and Chief Accounting Officer (Principal Accounting Officer) February 25, 2021
/ S / RAYMOND P.
−Removed: February 25, 2020
+Added: Director February 25, 2021
+Added: / S / KENNETH R.
+Added: Director February 25, 2021
/ S / ROBERT D.
−Removed: February 25, 2020
+Added: Director February 25, 2021
/ S / GUSTAVO LARA CANTU
−Removed: February 25, 2020
+Added: Director February 25, 2021
Gustavo Lara Cantu
/ S / GRACE D.
−Removed: February 25, 2020
+Added: Director February 25, 2021
/ S / CRAIG MACNAB
−Removed: February 25, 2020
+Added: Director February 25, 2021
/ S / JOANN A.
−Removed: February 25, 2020
+Added: Director February 25, 2021
/ S / PAMELA D.
−Removed: February 25, 2020
+Added: Chair of the Board, Director February 25, 2021
/ S / DAVID E.
−Removed: February 25, 2020
−Removed: February 25, 2020
−Removed: February 25, 2020
+Added: Director February 25, 2021
+Added: TANNER Director February 25, 2021
+Added: THOMPSON Director February 25, 2021
AMERICAN TOWER CORPORATION AND SUBSIDIARIES
13 unchanged sentences
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2020, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February 25, 2021, expressed an unqualified opinion on the Company's internal control over financial reporting.
−Removed: Change in Accounting Principle
−Removed: As discussed in Note 1 to the financial statements, effective January 1, 2019, the Company adopted the FASB’s new standard related to leases, Accounting Standard Update 2016-02, Leases (Topic 842), using the modified retrospective approach.
−Removed: The adoption of the new lease standard is also communicated as a critical audit matter below.
Basis for Opinion
12 unchanged sentences
The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.
−Removed: Leases - Refer to Notes 1 and 4 to the financial statements (also see change in accounting principle paragraph above)
−Removed: Critical Audit Matter Description
−Removed: The Company adopted the new lease standard on January 1, 2019 using the modified retrospective approach.
−Removed: The Company recognized and measured their operating leases within the scope of the standard through a cumulative-effect adjustment by recording an operating lease liability and a corresponding operating right-of-use asset on January 1, 2019.
−Removed: The initial operating lease liability recorded was determined based on the present value of the remaining lease payments for all the Company’s operating leases that are within the scope of the standard.
−Removed: Management made significant estimates and assumptions in adopting the standard and was required to apply these estimates and assumptions to a high volume of leases globally.
−Removed: We identified the initial adoption of the standard as a critical audit matter given the complexity of applying the standard to numerous and differing lease provisions within the Company’s global lease portfolio.
−Removed: The related audit effort required a higher degree of auditor judgment and increased extent of effort when performing audit procedures to evaluate the reasonableness of management’s judgments, including the selection of the incremental borrowing rate and the completeness and accuracy of the underlying data utilized within the new leasing module of the Company’s general ledger.
−Removed: How the Critical Audit Matter Was Addressed in the Audit
−Removed: Our principal audit procedures related to the adoption of the standard included the following:
−Removed: We tested the effectiveness of the Company’s controls over the adoption of the standard, including controls over a) the selection of the most critical assumptions, including the incremental borrowing rate, b) the process in place to validate the accuracy and completeness of the existing lease population, and c) the development and oversight of the Company’s new leasing module.
−Removed: We evaluated the reasonableness of the Company’s incremental borrowing rates by testing the source information underlying the determination of the incremental borrowing rates and testing the mathematical accuracy of the calculations.
−Removed: We judgmentally selected a sample of communication site locations from the Company’s fixed asset sub-ledger and tested for proper inclusion or exclusion from the corresponding operating lease liability and right-of-use asset account balance.
−Removed: We judgmentally selected a sample of leases from the Company’s new global leasing module taking into consideration location, size and complexities of agreements and performed the following procedures for each selection:
−Removed: Tested management’s identification of the significant terms and provisions of the lease agreements for completeness and accuracy.
−Removed: Assessed the terms in the lease agreement and evaluated the appropriateness of management’s application of their accounting policies, along with their use of judgments and estimates, in the determination of the operating lease liability and right-of-use asset recorded.
−Removed: Developed an independent estimate of the operating lease liability and right-of-use asset and compared it to the amounts recorded.
−Removed: Revenue - Refer to Notes 1 and 4 to the financial statements
+Added: Revenue Recognition for Significant Contract Modifications - Refer to Notes 1 and 4 to the financial statements
Critical Audit Matter Description
−Removed: The Company’s contracts with major customers are often governed by a master lease agreement that contains terms and provisions governing the customer’s right to use the Company’s telecommunications sites and the land on which the sites are located (the “lease component”) and the customer’s responsibility for reimbursement of various costs incurred by the Company in operating the telecommunications towers and supporting the customer’s equipment as well as other services and contractual rights (the “non-lease components”).
−Removed: The master lease agreements contain both lease and non-lease components, may contain unusual or non-standard terms, and often pertain to a large number of the Company’s telecommunications sites.
−Removed: In the current year a revised master lease agreement was entered into with an existing major customer.
−Removed: Management of the Company exercised significant judgment in determining the appropriate revenue recognition for the revised master lease agreement, including the following:
+Added: The Company’s contracts with major tenants are often governed by a master lease agreement that contains terms and provisions governing the tenant’s right to use the Company’s telecommunications sites and the land on which the sites are located (the “lease component”) and the tenant’s responsibility for reimbursement of various costs incurred by the Company in operating the telecommunications towers and supporting the tenant’s equipment as well as other services and contractual rights (the “non-lease components”).
+Added: The master lease agreements contain both lease and non-lease components, may contain unusual or non-standard terms, and often pertain to many of the Company’s telecommunications sites.
+Added: In the current year, the Company amended a master lease agreement with a major tenant.
+Added: Management of the Company exercised significant judgment in determining the appropriate revenue recognition for the amended master lease agreement, including the following:
• Determination of the lease and non-lease components and whether they should be accounted for as a combined lease component or separately.
1 unchanged sentence
• Determination of the fixed and variable consideration in the master lease agreement, the impact of cancellation and renewal provisions, the estimated term of each of the individual contracts impacted by the master lease agreement, and the pattern of recognition for each lease component or performance obligation.
−Removed: We identified the revised master lease agreement with a major customer as a critical audit matter because the audit effort required to evaluate management’s judgments in determining the appropriate revenue recognition for the impact of a multi-faceted, complex master lease agreement entered into with a major tenant was extensive.
+Added: We identified the amended master lease agreement with a major tenant as a critical audit matter because the audit effort required to evaluate the Company’s judgments in determining the appropriate revenue recognition for the impact of a multi-faceted, complex master lease agreement entered into with the major tenant was extensive.
How the Critical Audit Matter Was Addressed in the Audit
−Removed: Our principal audit procedures related to the Company’s master lease agreement with a major customer included the following:
+Added: Our principal audit procedures related to the Company’s amended master lease agreement with the major tenant included the following:
• We tested the effectiveness of internal controls related to the Company’s process for evaluating the proper accounting for the master lease agreement.
• We evaluated the Company’s significant accounting policies related to the master lease agreement for reasonableness and compliance with the applicable accounting standards.
−Removed: We judgmentally selected a sample of individual communication site locations governed by the master lease agreement and performed the following procedures for each selection:
−Removed: Obtained and evaluated the relevant site location source documents and other documents that were part of the overall master lease agreement.
−Removed: Tested management’s identification of the significant terms for completeness and accuracy, including the identification of the lease and non-lease components, cancellation and renewal provisions, estimated term and fixed and variable consideration.
−Removed: Assessed the terms and provisions in the master lease agreement and the site location source documents and evaluated the appropriateness of management’s application of their accounting policies, along with their use of estimates, in the determination of revenue recognition conclusions.
−Removed: We tested the mathematical accuracy of management’s determination of revenue and the associated timing of revenue recognized in the financial statements.
+Added: • We evaluated the master lease agreement and performed the following procedures:
+Added: ◦ Obtained and evaluated the documents that were part of the overall master lease agreement.
+Added: ◦ Tested the Company’s identification of the significant terms for completeness and accuracy, including the identification of the lease and non-lease components, cancellation and renewal provisions, estimated term and fixed and variable consideration.
+Added: ◦ Assessed the terms and provisions in the master lease agreement and evaluated the appropriateness of the Company’s application of their accounting policies, along with their use of estimates, in the determination of revenue recognition conclusions.
+Added: • We tested the mathematical accuracy of the Company’s determination of revenue and the associated timing of revenue recognized in the financial statements.
+Added: InSite Wireless Group, LLC Acquisition – Refer to Notes 1, 5 and 7 to the financial statements
+Added: Critical Audit Matter Description
+Added: The Company completed the acquisition of InSite Wireless Group, LLC (“InSite”) for the total consideration of $3.5 billion on December 23, 2020.
+Added: The Company accounted for the transaction with InSite under the acquisition method of accounting for business combinations.
+Added: Accordingly, the purchase price was allocated on a preliminary basis to the assets acquired and liabilities assumed based on their respective fair values on the acquisition date including property, plant & equipment of $516 million, intangible assets of $1,783 million, income tax liabilities of $117 million and goodwill of $1,354 million.
+Added: Of the identified intangible assets acquired, the most significant included tenant relationship intangible assets of $1,160 million and network location intangible assets of $623 million.
+Added: The Company estimated the fair value of these two intangible assets using the multi-period excess earnings method, which is a discounted cash flow method that required the Company to make significant estimates and assumptions related to future cash flows, including those related to tenant growth and attrition rates, long-term growth rates, and discount rate.
+Added: We identified the tenant relationship and network location intangible assets for InSite as a critical audit matter because of the significant estimates and assumptions the Company makes to calculate fair value of these assets for purposes of recording the acquisition.
+Added: This required a high degree of auditor judgment and an increased extent of effort when performing audit procedures to evaluate the reasonableness of the Company’s forecasts of future cash flows as well as the selection of the tenant growth and attrition rates, long-term growth rates and discount rates, including the need to involve our internal fair value specialists.
+Added: How the Critical Audit Matter Was Addressed in the Audit
+Added: Our principal audit procedures related to the forecasts of future cash flows for the intangible assets and the selection of the tenant growth and attrition rates, long-term growth rates and discount rates included the following:
+Added: • We tested the effectiveness of controls over the purchase price allocation, including controls over the Company’s projections of future cash flows and the selection of tenant growth and attrition rates, long-term growth rates and discount rates utilized in determining the fair value of the intangible assets.
+Added: • We evaluated the reasonableness of the Company’s projections of future cash flows, including the selection of tenant growth and attrition rates by comparing the assumptions used in the projections to those of the in-place lease contracts assumed, external market sources, historical data of the Company’s similar contractual relationships, and results from other areas of the audit.
+Added: • With the assistance of our fair value specialists, we evaluated the reasonableness of the valuation methodology, long-term growth rates and discount rates by:
+Added: ◦ Testing the source information underlying the determination of the long-term growth rates and discount rates and testing the mathematical accuracy of the calculations.
+Added: ◦ Developing a range of independent estimates for the discount rate and comparing those to the discount rate selected by the Company.
/s/ Deloitte & Touche LLP
5 unchanged sentences
(in millions, except share count and per share data)
−Removed: December 31, 2019
−Removed: December 31, 2018
+Added: December 31, 2020 December 31, 2019
CURRENT ASSETS:
5 unchanged sentences
PROPERTY AND EQUIPMENT, net 12,808.7 12,084.4
+Added: GOODWILL 7,282.7 6,178.3
OTHER INTANGIBLE ASSETS, net 13,839.8 12,318.4
3 unchanged sentences
NOTES RECEIVABLE AND OTHER NON-CURRENT ASSETS 400.1 406.4
+Added: TOTAL $ 47,233.5 $ 42,801.6
CURRENT LIABILITIES:
25 unchanged sentences
Treasury stock ( 10,915 and 10,651 shares at cost, respectively)
+Added: ( 1,282.4 ) ( 1,226.4 )
Total American Tower Corporation equity 4,093.5 5,055.4
Noncontrolling interests 474.9 435.0
+Added: Total equity 4,568.4 5,490.4
+Added: TOTAL $ 47,233.5 $ 42,801.6
See accompanying notes to consolidated financial statements.
3 unchanged sentences
Year Ended December 31,
+Added: 2020 2019 2018
+Added: Property $ 7,953.6 $ 7,464.9 $ 7,314.7
+Added: Services 87.9 115.4 125.4
Total operating revenues 8,041.5 7,580.3 7,440.1
1 unchanged sentence
Costs of operations (exclusive of items shown separately below):
+Added: Property 2,189.6 2,173.7 2,128.7
+Added: Services 37.6 43.1 49.1
Depreciation, amortization and accretion 1,882.3 1,778.4 2,110.8
4 unchanged sentences
OTHER INCOME (EXPENSE):
−Removed: Interest (expense) income, TV Azteca
+Added: Interest expense, TV Azteca — — ( 0.1 )
Interest income 39.7 46.8 54.7
1 unchanged sentence
Loss on retirement of long-term obligations ( 71.8 ) ( 22.2 ) ( 3.3 )
−Removed: Other income (including foreign currency gains (losses) of $6.1, ($4.5), and $26.4, respectively)
+Added: Other (expense) income (including foreign currency (losses) gains of $( 216.4 ), $ 6.1 , and $( 4.5 ), respectively)
+Added: ( 240.8 ) 17.6 23.8
Total other expense ( 1,066.4 ) ( 772.0 ) ( 750.4 )
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES 1,821.1 1,916.4 1,154.6
−Removed: Income tax benefit (provision)
−Removed: Net (income) loss attributable to noncontrolling interests
+Added: Income tax (provision) benefit ( 129.6 ) 0.2 110.1
+Added: NET INCOME 1,691.5 1,916.6 1,264.7
+Added: Net income attributable to noncontrolling interests ( 0.9 ) ( 28.8 ) ( 28.3 )
NET INCOME ATTRIBUTABLE TO AMERICAN TOWER CORPORATION STOCKHOLDERS 1,690.6 1,887.8 1,236.4
5 unchanged sentences
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING (in thousands):
+Added: BASIC 443,640 442,319 439,606
+Added: DILUTED 446,104 445,520 442,960
See accompanying notes to consolidated financial statements.
3 unchanged sentences
Year Ended December 31,
+Added: 2020 2019 2018
+Added: Net income $ 1,691.5 $ 1,916.6 $ 1,264.7
Other comprehensive (loss) income:
Changes in fair value of cash flow hedges, each net of tax expense of $ 0
−Removed: Reclassification of unrealized losses (gains) on cash flow hedges to net income, each net of tax expense of $0
+Added: ( 0.2 ) ( 0.1 ) ( 0.1 )
+Added: Reclassification of unrealized losses on cash flow hedges to net income, each net of tax expense of $ 0
Adjustment to redeemable noncontrolling interest — — 78.8
1 unchanged sentence
Foreign currency translation adjustments, net of tax expense (benefit) of $ 0.0 , $ 0.5 , and $( 2.6 ), respectively.
−Removed: Other comprehensive (loss) income
+Added: ( 701.5 ) ( 157.9 ) ( 869.3 )
+Added: Other comprehensive loss ( 701.4 ) ( 157.8 ) ( 789.8 )
Comprehensive income 990.1 1,758.8 474.9
−Removed: Comprehensive loss (income) attributable to noncontrolling interests
−Removed: Allocation of accumulated other comprehensive income resulting from purchase of noncontrolling interest and redeemable noncontrolling interest
+Added: Comprehensive (income) loss attributable to noncontrolling interests ( 26.1 ) 3.8 96.9
+Added: Allocation of accumulated other comprehensive income resulting from purchases of noncontrolling interests and redeemable noncontrolling interest ( 209.2 ) ( 55.5 ) —
Comprehensive income attributable to American Tower Corporation stockholders $ 754.8 $ 1,707.1 $ 571.8
3 unchanged sentences
(in millions, share counts in thousands)
−Removed: Preferred Stock - Series A
−Removed: Preferred Stock - Series B
−Removed: Treasury Stock
−Removed: Accumulated Other
+Added: Preferred Stock - Series B Common Stock Treasury Stock Additional
+Added: Capital Accumulated Other
Comprehensive
−Removed: Distributions
−Removed: Noncontrolling
−Removed: Issued Shares
−Removed: Issued Shares
+Added: Loss Distributions
+Added: Earnings Noncontrolling
+Added: Interests Total
+Added: Issued Shares Amount Issued
+Added: Shares Amount Shares Amount
BALANCE, JANUARY 1, 2018 1,375 $ 0.0 437,729 $ 4.4 ( 8,909 ) $ ( 974.0 ) $ 10,247.5 $ ( 1,978.3 ) $ ( 1,058.1 ) $ 586.6 $ 6,828.1
6 unchanged sentences
Foreign currency translation adjustment, net of tax — — — — — — — ( 744.1 ) — ( 33.1 ) ( 777.2 )
−Removed: Contributions from noncontrolling interest
+Added: Adjustment to redeemable noncontrolling interest — — — — — — ( 50.7 ) 78.8 — — 28.1
Distributions to noncontrolling interest — — — — — — — — — ( 15.0 ) ( 15.0 )
+Added: Purchase of noncontrolling interest — — — — — — ( 16.5 ) 0.5 — ( 4.5 ) ( 20.5 )
+Added: Impact of revenue recognition standard adoption — — — — — — — — 38.4 — 38.4
Common stock distributions declared — — — — — — — — ( 1,397.3 ) — ( 1,397.3 )
Preferred stock dividends declared — — — — — — — — ( 18.9 ) — ( 18.9 )
+Added: Net income — — — — — — — — 1,236.4 29.5 1,265.9
BALANCE, DECEMBER 31, 2018 — $ — 451,617 $ 4.5 ( 10,557 ) $ ( 1,206.8 ) $ 10,380.8 $ ( 2,642.9 ) $ ( 1,199.5 ) $ 563.5 $ 5,899.6
1 unchanged sentence
Issuance of common stock—stock purchase plan — — 73 0.0 — — 11.3 — — — 11.3
−Removed: Conversion of preferred stock
Treasury stock activity — — — — ( 94 ) ( 19.6 ) — — — — ( 19.6 )
2 unchanged sentences
Foreign currency translation adjustment, net of tax — — — — — — — ( 125.3 ) — ( 24.3 ) ( 149.6 )
−Removed: Adjustment to redeemable noncontrolling interest
Distributions to noncontrolling interest — — — — — — — — — ( 14.6 ) ( 14.6 )
Purchase of noncontrolling interest — — — — — — ( 49.5 ) ( 3.1 ) — ( 15.9 ) ( 68.5 )
−Removed: Impact of revenue recognition standard adoption
+Added: Reclassification to redeemable noncontrolling interest — — — — — — ( 420.5 ) — — ( 102.5 ) ( 523.0 )
+Added: Purchase of redeemable noncontrolling interest — — — — — — 52.4 ( 52.4 ) — — —
Common stock distributions declared — — — — — — — — ( 1,680.4 ) — ( 1,680.4 )
−Removed: Preferred stock dividends declared
+Added: Impact of lease accounting standard adoption — — — — — — — — ( 24.7 ) — ( 24.7 )
+Added: Net income — — — — — — — — 1,887.8 28.8 1,916.6
BALANCE, DECEMBER 31, 2019 — $ — 453,541 $ 4.5 ( 10,651 ) $ ( 1,226.4 ) $ 10,117.7 $ ( 2,823.6 ) $ ( 1,016.8 ) $ 435.0 $ 5,490.4
6 unchanged sentences
Distributions to noncontrolling interest — — — — — — — — — ( 8.9 ) ( 8.9 )
−Removed: Purchase of noncontrolling interest
−Removed: Reclassification to redeemable noncontrolling interest
−Removed: Purchase of redeemable noncontrolling interest
+Added: Purchases of redeemable noncontrolling interests — — — — — — 209.2 ( 209.2 ) — — —
Common stock distributions declared — — — — — — — — ( 2,016.8 ) — ( 2,016.8 )
−Removed: Impact of lease accounting standard adoption
+Added: Net income — — — — — — — — 1,690.6 8.3 1,698.9
BALANCE, DECEMBER 31, 2020 — $ — 455,245 $ 4.6 ( 10,915 ) $ ( 1,282.4 ) $ 10,473.7 $ ( 3,759.4 ) $ ( 1,343.0 ) $ 474.9 $ 4,568.4
4 unchanged sentences
Year Ended December 31,
+Added: 2020 2019 2018
CASH FLOWS FROM OPERATING ACTIVITIES
+Added: Net income $ 1,691.5 $ 1,916.6 $ 1,264.7
Adjustments to reconcile net income to cash provided by operating activities:
1 unchanged sentence
Stock-based compensation expense 120.8 111.4 137.5
−Removed: Loss (gain) on investments, unrealized foreign currency loss and other non-cash expense
+Added: Loss on investments, unrealized foreign currency loss and other non-cash expense 299.6 46.2 47.3
Impairments, net loss on sale of long-lived assets, non-cash restructuring and merger related expenses 239.5 140.0 479.6
23 unchanged sentences
Proceeds from issuance of senior notes, net 7,925.1 4,876.7 584.9
−Removed: Proceeds from term loan
+Added: Proceeds from term loans 1,940.0 1,300.0 1,500.0
Proceeds from issuance of securities in securitization transaction — — 500.0
−Removed: Repayments of notes payable, credit facilities, term loan, senior notes, secured debt, finance leases and capital leases
−Removed: (Distributions to) contributions from noncontrolling interest holders, net
+Added: Repayments of notes payable, credit facilities, term loans, senior notes, secured debt, finance leases and capital leases ( 13,875.4 ) ( 9,225.3 ) ( 4,884.8 )
+Added: Distributions to noncontrolling interest holders, net ( 12.3 ) ( 11.8 ) ( 14.4 )
Purchases of common stock ( 56.0 ) ( 19.6 ) ( 232.8 )
4 unchanged sentences
Deferred financing costs and other financing activities ( 176.5 ) ( 135.6 ) ( 56.6 )
−Removed: Purchase of redeemable noncontrolling interest
+Added: Purchases of redeemable noncontrolling interests ( 861.7 ) ( 425.7 ) —
Purchase of noncontrolling interest — ( 68.5 ) ( 20.5 )
13 unchanged sentences
Additionally, the Company offers tower-related services in the United States, which the Company refers to as its services operations.
−Removed: These services include site acquisition, zoning and permitting (“AZP”) and structural analysis, which primarily support the Company’s site leasing business, including the addition of new tenants and equipment on its sites.
−Removed: The Company’s portfolio primarily consists of towers that it owns and towers that it operates pursuant to long-term lease arrangements, as well as distributed antenna system (“DAS”) networks, which provide seamless coverage solutions in certain in-building and certain outdoor wireless environments.
+Added: These services include site application, zoning and permitting (“AZP”) and structural analysis, which primarily support the Company’s site leasing business, including the addition of new tenants and equipment on its sites.
+Added: The Company’s portfolio primarily consists of towers that it owns and towers that it operates pursuant to long-term lease arrangements, as well as distributed antenna system (“DAS”) networks, which provide seamless coverage solutions in certain in-building and outdoor wireless environments.
In addition to the communications sites in its portfolio, the Company manages rooftop and tower sites for property owners under various contractual arrangements.
11 unchanged sentences
tax purposes, continue to be subject to taxation in the jurisdictions where those assets are held or those operations are conducted.
−Removed: The use of TRSs enables the Company to continue to engage in certain businesses while complying with REIT qualification requirements.
+Added: The use of TRSs enables the Company to continue to engage in certain businesses and jurisdictions while complying with REIT qualification requirements.
The Company may, from time to time, change the election of previously designated TRSs to be included as part of the REIT.
1 unchanged sentence
tower leasing business and a majority of its U.S.
−Removed: indoor DAS networks business and services segment, as well as most of its operations in Mexico, Germany, Costa Rica, Nigeria and France.
+Added: indoor DAS networks business and services segment, as well as most of its operations in Mexico, Germany, Costa Rica, Nigeria, France, Canada and Australia.
Principles of Consolidation and Basis of Presentation —The accompanying consolidated financial statements include the accounts of the Company and those entities in which it has a controlling interest.
1 unchanged sentence
All intercompany accounts and transactions have been eliminated.
−Removed: As of December 31, 2019 , the Company holds (i) a 51 % controlling interest in each of two joint ventures, one in Ghana and one in Uganda (MTN Group Limited (“MTN”) holds a 49 % noncontrolling interest), (ii) a 51 % controlling interest in ATC Europe B.V.
−Removed: (“ATC Europe”), a joint venture that primarily consists of the Company’s operations in Germany and France, (PGGM holds a 49 % noncontrolling interest) and (iii) a 79 % controlling interest in ATC Telecom Infrastructure Private Limited (“ATC TIPL”), formerly Viom Networks Limited (“Viom”), in India (the remaining shareholders, as discussed in note 15, hold a 21 % noncontrolling interest).
−Removed: During the year ended December 31, 2019 , the Company purchased the remaining 19 % of noncontrolling interest in a subsidiary of the Company in South Africa from its local partner for $ 68.5 million , which resulted in an increase in the Company’s controlling interest from approximately 81 % to 100 % .
−Removed: The purchase is reflected in the consolidated statements of equity as a reduction of Additional Paid-in Capital of $ 49.5 million , an increase in Accumulated Other Comprehensive Loss of $ 3.1 million and a reduction in Noncontrolling Interests of $ 15.9 million .
−Removed: During the year ended December 31, 2019, the Company entered into an agreement with MTN to acquire MTN’s noncontrolling interests in each of the Company’s joint ventures in Ghana and Uganda for total consideration of approximately
+Added: As of December 31, 2020, the Company holds (i) a 51 % controlling interest in ATC Europe B.V.
+Added: (“ATC Europe”), a joint venture that primarily consists of the Company’s operations in France, Germany and Poland (PGGM holds a 49 % noncontrolling interest) and (ii) a 92 % controlling interest in ATC Telecom Infrastructure Private Limited (“ATC TIPL”), formerly Viom Networks Limited (“Viom”), in India (the remaining shareholders, as discussed in note 15, hold a 8 % noncontrolling interest).
+Added: During the year ended December 31, 2020, the Company completed the acquisition of MTN Group Limited’s (“MTN”) 49 % redeemable noncontrolling interests in each of the Company’s joint ventures in Ghana and Uganda for total consideration of approximately $ 524.4 million, including a net adjustment of $ 1.4 million made during the three months ended March 31, 2020, which resulted in an increase in the Company’s controlling interests in such joint ventures from 51 % to 100 %.
+Added: The purchase is reflected in the consolidated statements of equity as increases of $ 142.2 million in each of Additional Paid-in Capital and Accumulated Other Comprehensive Loss and in the consolidated balance sheets as a reduction of $ 524.4 million in Redeemable noncontrolling interests.
+Added: Reportable Segments — During the fourth quarter of 2020, as a result of the Company’s acquisition of InSite Wireless Group, LLC (“InSite,” and the acquisition, the “InSite Acquisition”), the Company updated its reportable segments to rename U.S.
AMERICAN TOWER CORPORATION AND SUBSIDIARIES
1 unchanged sentence
(Tabular amounts in millions, unless otherwise disclosed)
−Removed: $ 523.0 million .
−Removed: The transaction is expected to close in the first quarter of 2020, subject to regulatory approval and other closing conditions.
−Removed: Change in Reportable Segments — During the fourth quarter of 2019, the Company’s Europe, Middle East and Africa (“EMEA”) property segment was divided into the Africa property segment and the Europe property segment.
−Removed: As a result, the Company has six reportable segments:
−Removed: property, Asia property, Africa property, Europe property, Latin America property and services, which are discussed further in note 21.
−Removed: The change in reportable segments had no impact on the Company’s consolidated financial statements for any periods.
−Removed: Historical financial information included in this Annual Report on Form 10-K has been adjusted to reflect the change in reportable segments.
+Added: property and Asia property to U.S.
+Added: & Canada property and Asia-Pacific property, respectively.
+Added: The Company continues to report its results in six segments – U.S.
+Added: & Canada property, Asia-Pacific property, Africa property, Europe property, Latin America property and services, which are discussed further in note 21.
+Added: The change in reportable segment names is solely reflective of the inclusion of Canada and Australia in the Company’s business operations, as a result of the InSite Acquisition, and had no impact on the Company’s consolidated financial statements for any prior periods.
+Added: Historical financial information included in this Annual Report on Form 10-K has not been adjusted.
Significant Accounting Policies and Use of Estimates —The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”) requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes.
2 unchanged sentences
The Company considers events or transactions that occur after the balance sheet date but before the financial statements are issued as additional evidence for certain estimates or to identify matters that require additional disclosure.
−Removed: Accounts Receivable and Deferred Rent Asset —The Company derives the largest portion of its revenues and corresponding accounts receivable and the related deferred rent asset from a relatively small number of tenants in the telecommunications industry, and 54 % of its current-year revenues are derived from four tenants.
+Added: Accounts Receivable and Deferred Rent Asset —The Company derives the largest portion of its revenues and corresponding accounts receivable and the related deferred rent asset from a relatively small number of tenants in the telecommunications industry, and 55 % of its current-year revenues are derived from three tenants.
The Company’s deferred rent asset is associated with non-cancellable tenant leases that contain fixed escalation clauses over the terms of the applicable lease in which revenue is recognized on a straight-line basis over the lease term.
10 unchanged sentences
Year Ended December 31,
+Added: 2020 (1) 2019 2018
Balance as of January 1, $ 163.3 $ 282.4 $ 131.0
3 unchanged sentences
_______________
−Removed: In 2019, write-offs are primarily related to uncollectible amounts in India.
−Removed: In 2018 and 2017, recoveries include recognition of revenue resulting from collections of previously reserved amounts.
+Added: (1) Year ended December 31, 2020 reflects the Company’s adoption of the current expected credit loss model for non-lease receivables.
+Added: The adoption of this guidance did not have a material impact on the Company’s financial statements as the majority of the Company’s revenue is derived from its property operations and operating lease receivables are not within the scope of this guidance.
+Added: (2) Amounts are primarily related to uncollectible amounts in India.
+Added: In 2018, recoveries include recognition of revenue resulting from collections of previously reserved amounts.
Functional Currency —The functional currency of each of the Company’s foreign operating subsidiaries is normally the respective local currency, except for Costa Rica and Argentina, where the functional currency is the U.S.
10 unchanged sentences
Year Ended December 31,
+Added: 2020 2019 2018
Foreign currency losses recorded in AOCL $ 391.0 $ 45.8 $ 385.8
−Removed: Foreign currency (gains) losses recorded in Other expense
+Added: Foreign currency losses (gains) recorded in Other expense 216.4 ( 6.1 ) 4.5
Total foreign currency losses $ 607.4 $ 39.7 $ 390.3
4 unchanged sentences
Year Ended December 31,
+Added: 2020 2019 2018
Cash and cash equivalents $ 1,746.3 $ 1,501.2 $ 1,208.7
2 unchanged sentences
Property and Equipment —Property and equipment is recorded at cost or, in the case of acquired properties, at estimated fair value on the date acquired.
−Removed: Cost for self-constructed towers includes direct materials and labor, capitalized interest and certain indirect costs associated with construction of the tower, such as transportation costs, employee benefits and payroll taxes.
+Added: Cost for self-constructed towers includes direct materials and labor and certain indirect costs associated with construction of the tower, such as transportation costs, employee benefits and payroll taxes.
The Company begins the capitalization of costs during the pre-construction period, which is the period during which costs are incurred to evaluate the site, and continues to capitalize costs until the tower is substantially completed and ready for occupancy by a tenant.
Labor and related costs capitalized for the years ended December 31, 2020, 2019 and 2018 were $ 51.1 million, $ 48.3 million and $ 55.0 million, respectively.
−Removed: Capitalized interest costs were not material for the years ended December 31, 2019 , 2018 and 2017 .
Expenditures for repairs and maintenance are expensed as incurred.
6 unchanged sentences
Impairments primarily result from a tower not having current tenant leases or from having expenses in excess of revenues.
−Removed: The Company reviews other long-lived assets for impairment whenever events, changes in circumstances or other evidence indicate that the carrying amount
+Added: The Company reviews other long-lived assets for impairment whenever events, changes in circumstances or other evidence indicate that the carrying amount of the Company’s assets may not be recoverable.
+Added: The Company records impairment charges in Other operating expenses in the consolidated statements of operations in the period in which the Company identifies such impairment.
AMERICAN TOWER CORPORATION AND SUBSIDIARIES
1 unchanged sentence
(Tabular amounts in millions, unless otherwise disclosed)
−Removed: of the Company’s assets may not be recoverable.
−Removed: The Company records impairment charges in Other operating expenses in the consolidated statements of operations in the period in which the Company identifies such impairment.
Goodwill and Other Intangible Assets —The Company reviews goodwill for impairment at least annually (as of December 31) or whenever events or circumstances indicate the carrying value of an asset may not be recoverable.
Goodwill is recorded in the applicable segment and assessed for impairment at the reporting unit level.
−Removed: The Company utilizes the two-step impairment test and employs a discounted cash flow analysis when testing goodwill for impairment.
+Added: The Company employs a discounted cash flow analysis when testing goodwill for impairment.
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 the test, the Company compares 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, the Company conducts 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 years ended December 31, 2019 , 2018 and 2017 , no potential impairment was identified under the first step of the test, as the fair value of each of the reporting units was in excess of its carrying amount.
+Added: The Company compares 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 years ended December 31, 2020, 2019 and 2018, no potential impairment was identified, as the fair value of each of the reporting units was in excess of its carrying amount.
Intangible assets that are separable from goodwill and are deemed to have a definite life are amortized over their useful lives, generally ranging from three to twenty years and are evaluated separately for impairment at least annually or whenever events or circumstances indicate that the carrying amount of an asset may not be recoverable.
18 unchanged sentences
Asset Retirement Obligations —When required, the Company recognizes the fair value of obligations to remove its tower assets and remediate the leased land upon which certain of its tower assets are located.
−Removed: 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
+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: Fair value estimates of asset retirement obligations generally involve discounting of estimated future cash flows associated with takedown costs.
+Added: Periodic accretion of such liabilities due to the passage of time is included in Depreciation, amortization and accretion expense in the consolidated statements of operations.
+Added: Adjustments are also made to the asset retirement obligation liability to reflect changes in the estimates of timing and amount of expected cash flows, with an offsetting adjustment made to the related long-lived tangible
AMERICAN TOWER CORPORATION AND SUBSIDIARIES
1 unchanged sentence
(Tabular amounts in millions, unless otherwise disclosed)
−Removed: liability is accreted through the obligation’s estimated settlement date.
−Removed: Fair value estimates of asset retirement obligations generally involve discounting of estimated future cash flows associated with takedown costs.
−Removed: Periodic accretion of such liabilities due to the passage of time is included in Depreciation, amortization and accretion expense in the consolidated statements of operations.
−Removed: Adjustments are also made to the asset retirement obligation liability to reflect changes in the estimates of timing and amount of expected cash flows, with an offsetting adjustment made to the related long-lived tangible asset.
The significant assumptions used in estimating the Company’s aggregate asset retirement obligation are:
28 unchanged sentences
The purchase price is not subsequently adjusted.
+Added: The fair value of the assets acquired and liabilities assumed is typically determined by using either estimates of replacement costs or discounted cash flow valuation methods.
+Added: When determining the fair value of tangible assets acquired, the Company must estimate the cost to replace the asset with a new asset taking into consideration such factors as age, condition and the economic useful life of the asset.
+Added: When determining the fair value of intangible assets acquired and liabilities assumed, the
AMERICAN TOWER CORPORATION AND SUBSIDIARIES
1 unchanged sentence
(Tabular amounts in millions, unless otherwise disclosed)
−Removed: The fair value of the assets acquired and liabilities assumed is typically determined by using either estimates of replacement costs or discounted cash flow valuation methods.
−Removed: When determining the fair value of tangible assets acquired, the Company must estimate the cost to replace the asset with a new asset taking into consideration such factors as age, condition and the economic useful life of the asset.
−Removed: When determining the fair value of intangible assets acquired and liabilities assumed, the Company must estimate the applicable discount rate and the timing and amount of future cash flows, including rate and terms of renewal and attrition.
−Removed: Lease —The new lease standard requires leases to be accounted for using a right-of-use model, which recognizes that, at the date of commencement, a lessee has a financial obligation to make lease payments to the lessor for the right to use the underlying asset during the lease term.
−Removed: The lessee recognizes a corresponding right-of-use asset related to this right.
−Removed: On January 1, 2019, the Company elected to adopt the new lease standard using the modified retrospective method applied to lease arrangements that were in place on the transition date.
−Removed: Results for reporting periods beginning January 1, 2019 are presented under the new standard, while prior-period amounts are not adjusted and continue to be reported in accordance with accounting under the previously applicable guidance.
−Removed: The Company elected certain available practical expedients which permit the adopter to not reassess certain items upon adoption, including:
−Removed: (i) whether any existing contracts are or contain leases, (ii) the classification of existing leases and (iii) initial direct costs for existing leases.
−Removed: The Company also elected the practical expedient related to easements, which permits carryforward accounting treatment for land easements on existing agreements.
−Removed: The Company recorded a net increase to opening Distributions in excess of earnings in its consolidated balance sheet of $ 24.7 million as of January 1, 2019 due to the cumulative impact of adopting the new lease standard.
−Removed: This adjustment related to right-of-use asset impairments.
−Removed: The Company also recorded a lease liability of $ 6.9 billion and a corresponding right-of-use asset of $ 7.1 billion upon adoption of the new lease standard.
−Removed: Those rights and obligations are primarily related to operating leases for ground space underneath the Company’s communications sites.
−Removed: The right-of-use assets recorded include, among other items, amounts previously classified as prepaid rent, deferred lease acquisition costs, fair value adjustments on acquired leases and long-term deferred rent obligations.
−Removed: Finance leases, which primarily relate to towers, equipment and vehicles, were largely unchanged.
−Removed: There was no significant change to the Company’s consolidated statements of operations resulting from the adoption of this standard.
−Removed: The Company did not elect the practical expedient for short-term leases, which permits an adopter to not apply the lease standard to leases with a remaining maturity of one year or less, and applied the new lease accounting standard to all leases, including short-term leases.
−Removed: In conjunction with the adoption of the new lease accounting guidance, the Company applied the lessor and lessee practical expedient and no longer separates lease and non-lease components within a lease agreement when the timing and pattern of revenue recognition for the components are the same and the combined single lease component is classified as an operating lease.
−Removed: Certain amounts, such as power and fuel and common area maintenance, which were previously reported as non-lease revenue, are now accounted for as lease revenue.
−Removed: Accordingly, the Company has reclassified certain prior-period amounts within its disclosures.
+Added: Company must estimate the applicable discount rate and the timing and amount of future cash flows, including rate and terms of renewal and attrition.
Revenue —The Company’s revenue is derived from leasing the right to use its communications sites and the land on which the sites are located (the “lease component”) and from the reimbursement of costs incurred by the Company in operating the communications sites and supporting the tenants’ equipment as well as other services and contractual rights (the “non-lease component”).
6 unchanged sentences
Non-lease revenue— Non-lease revenue consists primarily of revenue generated from DAS networks, fiber and other property related revenue.
−Removed: DAS networks and fiber arrangements require that the Company provide the tenant the right to use the
−Removed: AMERICAN TOWER CORPORATION AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: (Tabular amounts in millions, unless otherwise disclosed)
−Removed: applicable communications infrastructure.
+Added: DAS networks and fiber arrangements require that the Company provide the tenant the right to use the applicable communications infrastructure.
Performance obligations are satisfied over time for the duration of the arrangements.
12 unchanged sentences
A summary of revenue disaggregated by source and geography is as follows:
−Removed: Year Ended December 31, 2019
+Added: Year Ended December 31, 2020 U.S.
+Added: & Canada Asia-Pacific Africa Europe Latin
+Added: America Total
Non-lease property revenue $ 258.4 $ 9.3 $ 13.8 $ 7.9 $ 118.4 $ 407.8
3 unchanged sentences
Total revenue $ 4,604.9 $ 1,139.4 $ 890.2 $ 149.6 $ 1,257.4 $ 8,041.5
−Removed: Year Ended December 31, 2018 (1)
+Added: Year Ended December 31, 2019 U.S.
+Added: & Canada Asia-Pacific Africa Europe Latin
+Added: America Total
Non-lease property revenue $ 255.7 $ 8.8 $ 4.0 $ 5.1 $ 138.2 $ 411.8
3 unchanged sentences
Total revenue $ 4,304.1 $ 1,217.0 $ 583.9 $ 134.6 $ 1,340.7 $ 7,580.3
−Removed: _______________
−Removed: (1) Prior-period amounts adjusted with the adoption of the new lease accounting guidance, as applicable.
−Removed: Information about receivables, contract assets and contract liabilities from contracts with tenants is as follows:
−Removed: December 31, 2019
−Removed: December 31, 2018 (1)
+Added: AMERICAN TOWER CORPORATION AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: (Tabular amounts in millions, unless otherwise disclosed)
+Added: Information about non-lease receivables, contract assets and contract liabilities from contracts with tenants is as follows:
+Added: December 31, 2020 December 31, 2019
Accounts receivable $ 77.2 $ 80.5
4 unchanged sentences
_______________
−Removed: (1) Prior-period amounts adjusted with the adoption of the new lease accounting guidance, as applicable.
−Removed: (2) Excludes $ 56.7 million and $ 55.0 million of capital contributions related to DAS networks as of December 31, 2019 and 2018 , respectively.
−Removed: (3) Excludes $ 300.2 million and $ 313.6 million of capital contributions related to DAS networks as of December 31, 2019 and 2018 , respectively.
+Added: (1) Includes capital contributions related to DAS networks.
The Company records unearned revenue when payments are received from tenants in advance of the completion of the Company’s performance obligations.
Long-term unearned revenue is included in Other non-current liabilities.
−Removed: During the year ended December 31, 2019 , the Company recognized $ 62.2 million of revenue that was included in the Unearned revenue balance as of December 31, 2018 .
−Removed: During the year ended December 31, 2018 , the Company recognized $ 44.4 million of
−Removed: AMERICAN TOWER CORPORATION AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: (Tabular amounts in millions, unless otherwise disclosed)
−Removed: revenue that was included in the Unearned revenue balance as of January 1, 2018 .
−Removed: The Company also recognized revenues of $ 59.2 million and $ 55.4 million during the years ended December 31, 2019 and December 31, 2018 , respectively, for capital contributions related to DAS networks.
−Removed: There was $ 0.4 million of revenue recognized from Other non-current liabilities during each of the years ended December 31, 2019 and 2018 .
+Added: During the year ended December 31, 2020, the Company recognized $ 142.3 million of revenue that was previously included in the contract liabilities balances, primarily arising from balances as of December 31, 2019.
The Company records unbilled receivables, which are included in Prepaids and other current assets, when it has completed a performance obligation prior to its ability to bill under the customer arrangement.
3 unchanged sentences
The Company does not disclose the value of unsatisfied performance obligations for agreements (i) with an original expected length of one year or less or (ii) for which it recognizes revenue at the amount to which it has the right to invoice for services performed.
−Removed: Rent Expense and Lease Accounting —Many of the leases underlying the Company’s tower sites have fixed rent escalations, which provide for periodic increases in the amount of ground rent payable by the Company over time.
−Removed: In addition, certain of the Company’s tenant leases require the Company to exercise available renewal options pursuant to the underlying ground lease if the tenant exercises its renewal option.
−Removed: The Company calculates 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 the Company such that renewal appears to be reasonably assured.
−Removed: Effective January 1, 2019, the Company adopted the new lease standard using the modified retrospective method applied to lease arrangements that were in place on the transition date.
−Removed: The new lease accounting guidance required the Company to recognize a right-of-use lease asset and lease liability for operating and finance leases.
+Added: Lease Accounting and Rent Expense —The Company accounts for leases using a right-of-use model, which recognizes that, at the date of commencement, a lessee has a financial obligation to make lease payments to the lessor for the right to use the underlying asset during the lease term.
+Added: The lessee recognizes a corresponding right-of-use asset related to this right.
+Added: The Company recognizes a right-of-use lease asset and lease liability for operating and finance leases.
The right-of-use asset is measured as the sum of the lease liability, prepaid or accrued lease payments, any initial direct costs incurred and any other applicable amounts.
+Added: The Company reviews its right-of-use assets for impairment whenever events, changes in circumstances or other evidence indicate that the carrying amount of the Company’s assets may not be recoverable.
+Added: The Company reviews its right-of-use assets for indicators of impairment at the lowest level of identifiable cash flows, as part of its tower portfolio.
+Added: Impairments primarily result from a tower not having current tenant leases or from having expenses in excess of revenues.
+Added: The Company records impairment charges in Other operating expenses in the consolidated statements of operations in the period in which the Company identifies such impairment.
The calculation of the lease liability requires the Company to make certain assumptions for each lease, including lease term and discount rate implicit in each lease, which could significantly impact the gross lease obligation, the duration and the present value of the lease liability.
1 unchanged sentence
The Company determines the discount rate by calculating the incremental borrowing rate on a collateralized basis at the commencement of a lease or upon a change in the lease term.
−Removed: Total property straight-line ground rent expense for the years ended December 31, 2019 , 2018 and 2017 was $ 44.4 million , $ 57.9 million and $ 62.3 million , respectively.
−Removed: Selling, General, Administrative and Development Expense —Selling, general and administrative expense consists of overhead expenses related to the Company’s property and services operations and corporate overhead costs not specifically allocable to any of the Company’s individual business operations.
+Added: Many of the leases underlying the Company’s tower sites have fixed rent escalations, which provide for periodic increases in the amount of ground rent payable by the Company over time.
+Added: In addition, certain of the Company’s tenant leases require the Company to exercise available renewal options pursuant to the underlying ground lease if the tenant exercises its renewal option.
+Added: The Company’s 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 the Company such that renewal appears to be reasonably assured.
+Added: The straight-line component of ground rent expense for the years ended December 31, 2020, 2019 and 2018 was $ 51.6 million, $ 44.4 million and $ 57.9 million, respectively.
+Added: Selling, General, Administrative and Development Expense —Selling, general and administrative expense consists of overhead expenses related to the Company’s property and services operations and corporate overhead costs not specifically allocable to
+Added: AMERICAN TOWER CORPORATION AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: (Tabular amounts in millions, unless otherwise disclosed)
+Added: any of the Company’s individual business operations.
Development expense consists of costs related to the Company’s acquisition efforts, costs associated with new business initiatives and project cancellation costs.
8 unchanged sentences
The fair value of stock options is determined using the Black-Scholes option-pricing model and the fair value of RSUs and PSUs is based on the fair value of the Company’s common stock on the date of grant.
−Removed: The Company recognizes all stock-based
−Removed: AMERICAN TOWER CORPORATION AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: (Tabular amounts in millions, unless otherwise disclosed)
−Removed: compensation expense in either Selling, general, administrative and development expense, costs of operations or as part of the costs associated with the construction of the tower assets.
+Added: The Company recognizes all stock-based compensation expense in either Selling, general, administrative and development expense, costs of operations or as part of the costs associated with the construction of the tower assets.
In connection with the vesting of restricted stock units, the Company withholds from issuance a number of shares of common stock to satisfy certain employee tax withholding obligations arising from such vesting.
8 unchanged sentences
Earnings Per Common Share — Basic and Diluted —Basic net income per common share represents net income attributable to American Tower Corporation common stockholders divided by the weighted average number of common shares outstanding during the period.
−Removed: Diluted net income per common share represents net income attributable to American Tower Corporation common stockholders divided by the weighted average number of common shares outstanding during the period and any dilutive common share equivalents, including (A) shares issuable upon (i) the vesting of RSUs, (ii) exercise of stock options, and (iii) conversion of the Company’s mandatory convertible preferred stock and (B) shares expected to be earned upon the achievement of the parameters established for PSUs, each to the extent not anti-dilutive.
−Removed: Dilutive common share equivalents also include the dilutive impact of the shares issuable in the ALLTEL transaction, which is described in note 19, through August 30, 2019.
−Removed: The Company uses the treasury stock method to calculate the effect of its outstanding RSUs, PSUs and stock options and used the if-converted method to calculate the effect of its outstanding mandatory convertible preferred stock.
+Added: Diluted net income per common share represents net income attributable to American Tower Corporation common stockholders divided by the weighted average number of common shares outstanding during the period and any dilutive common share equivalents, including (A) shares issuable upon the vesting of RSUs and exercise of stock options and (B) shares expected to be earned upon the achievement of the parameters established for PSUs, each to the extent not anti-dilutive.
+Added: The Company uses the treasury stock method to calculate the effect of its outstanding RSUs, PSUs and stock options.
Retirement Plan —The Company has a 401(k) plan covering substantially all employees who meet certain age and employment requirements.
4 unchanged sentences
The new guidance replaces the current "incurred loss" model with an "expected credit loss" model that requires consideration of a broader range of information to estimate expected credit losses over the lifetime of the asset.
−Removed: The new guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019, and will be applied using a modified retrospective approach through a cumulative-effect adjustment to retained earnings as of the effective date.
Operating lease receivables are not within the scope of this guidance.
−Removed: The Company is finalizing its analysis of the impact of this guidance on its financial statements and does not expect the adoption of this guidance to have a material impact on the Company’s financial statements.
−Removed: In January 2017, the FASB issued guidance on accounting for goodwill impairments.
−Removed: The guidance eliminates Step 2 from the goodwill impairment test and requires, among other things, recognition of an impairment loss when the carrying value of a reporting unit exceeds its fair value.
−Removed: The loss recognized is limited to the total amount of goodwill allocated to that reporting unit.
−Removed: The guidance is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2019.
−Removed: Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017.
−Removed: The Company does not expect the adoption of this guidance to have a material impact on the Company’s financial statements.
−Removed: In August 2018, the FASB issued guidance on the accounting for implementation costs incurred in a cloud computing arrangement that is a service contract.
−Removed: This guidance aligns the accounting for costs incurred to implement a cloud computing arrangement that is a service arrangement with the guidance on capitalizing costs associated with developing or obtaining internal-use software.
−Removed: The Company adopted this guidance prospectively on July 1, 2019.
+Added: Effective January 1, 2020, the Company adopted the new guidance using the modified retrospective approach.
+Added: There was no cumulative-effect adjustment to Distributions in excess of earnings on the consolidated balance sheet as of the effective date.
The adoption of this guidance did not have a material impact on the Company’s financial statements.
+Added: Results for reporting periods beginning January 1, 2020 are
AMERICAN TOWER CORPORATION AND SUBSIDIARIES
1 unchanged sentence
(Tabular amounts in millions, unless otherwise disclosed)
+Added: presented under the new standard, while prior-period amounts are not adjusted and continue to be reported in accordance with accounting under the previously applicable guidance.
+Added: In January 2017, the FASB issued guidance on accounting for goodwill impairments.
+Added: The guidance eliminates Step 2 from the goodwill impairment test and requires, among other things, recognition of an impairment loss when the carrying value of a reporting unit exceeds its fair value.
+Added: The loss recognized is limited to the total amount of goodwill allocated to that reporting unit.
+Added: Effective January 1, 2020, the Company adopted the new guidance on a prospective basis.
+Added: The adoption of this guidance did not have a material impact on the Company’s financial statements.
+Added: In March 2020, the FASB issued guidance to provide optional expedients and exceptions for applying GAAP to contracts, hedging relationships and other transactions affected by reference rate reform if certain criteria are met.
+Added: The guidance applies only to contracts, hedging relationships and other transactions that reference the London Interbank Offered Rate (“LIBOR”) or another reference rate expected to be discontinued because of reference rate reform.
+Added: The expedients and exceptions provided by the guidance do not apply to contract modifications made and hedging relationships entered into or evaluated after December 31, 2022, except for hedging relationships existing as of December 31, 2022 for which an entity has elected certain optional expedients that are retained through the end of the hedging relationship.
+Added: As of December 31, 2020, the Company has not modified any contracts as a result of reference rate reform and is evaluating the impact this standard may have on its financial statements.
+Added: In April 2020, the FASB issued guidance on the application of lease accounting guidance to lease concessions provided as a result of the coronavirus (“COVID-19”) pandemic (the “Lease Modification Q&A”).
+Added: Under existing guidance, a Company must determine, on a lease by lease basis, if a concession was (i) the result of a new lease agreement and as such treated within the lease modification accounting framework or (ii) under the enforceable rights and obligations within the existing lease agreement and as such precluded from applying the lease modification accounting framework.
+Added: The Lease Modification Q&A provides an optional exception that allows a Company, if certain criteria have been met, to bypass the lease by lease analysis, and instead elect to either apply the lease modification accounting framework or not, provided that the election is applied consistently to leases with similar characteristics and circumstances.
+Added: The Company evaluated the impact this guidance may have on its financial statements and has elected to not bypass the lease by lease analysis.
PREPAID AND OTHER CURRENT ASSETS
Prepaid and other current assets consisted of the following:
−Removed: December 31, 2019
−Removed: December 31, 2018
−Removed: Unbilled receivables
+Added: December 31, 2020 December 31, 2019
+Added: Prepaid assets $ 66.1 $ 56.8
Prepaid income tax 143.7 185.8
+Added: Unbilled receivables 176.9 142.3
Value added tax and other consumption tax receivables 66.3 71.3
−Removed: Prepaid assets
−Removed: Prepaid operating ground leases
Other miscellaneous current assets 79.6 57.4
Prepaid and other current assets $ 532.6 $ 513.6
−Removed: The reduction in Prepaid operating ground leases is a result of the reclassification of assets to the Right-of-use asset in connection with the Company’s adoption of the new lease accounting standard.
PROPERTY AND EQUIPMENT
Property and equipment (including assets held under finance leases) consisted of the following:
−Removed: Useful Lives (years) (1)
−Removed: December 31, 2019
−Removed: December 31, 2018
+Added: Useful Lives (years) (1) As of
+Added: December 31, 2020 December 31, 2019
+Added: Towers Up to 20
+Added: $ 14,433.9 $ 13,930.7
Equipment (2) 3 - 20
−Removed: Buildings and improvements
−Removed: Land and improvements (3)
+Added: 2,327.1 1,897.3
+Added: Buildings and improvements Up to 32
+Added: Land and improvements (3) Up to 20
+Added: 2,845.9 2,486.1
Construction-in-progress 431.5 372.6
+Added: Total 20,672.4 19,325.6
Less accumulated depreciation ( 7,863.7 ) ( 7,241.2 )
Property and equipment, net $ 12,808.7 $ 12,084.4
+Added: AMERICAN TOWER CORPORATION AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: (Tabular amounts in millions, unless otherwise disclosed)
_______________
3 unchanged sentences
Total depreciation expense for the years ended December 31, 2020, 2019 and 2018 was $ 924.3 million, $ 905.5 million and $ 883.1 million, respectively.
−Removed: Depreciation expense includes amounts related to finance lease assets for the year ended December 31, 2019 of $ 168.1 million .
−Removed: As of December 31, 2018 , property and equipment included $ 4,369.5 million and $ 1,016.2 million of capital lease assets with related equipment and improvements and accumulated depreciation, respectively.
−Removed: As of December 31, 2018, capital lease assets were primarily classified as towers and land and improvements.
−Removed: As of December 31, 2019 , property and equipment included $ 3,059.7 million and $ 1,140.4 million of finance lease assets and accumulated depreciation, respectively.
+Added: Depreciation expense includes amounts related to finance lease assets for the years ended December 31, 2020 and 2019 of $ 153.0 million and $ 168.1 million, respectively.
Information about finance lease-related balances is as follows:
−Removed: AMERICAN TOWER CORPORATION AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: (Tabular amounts in millions, unless otherwise disclosed)
+Added: As of December 31,
Finance leases:
Classification 2020 2019
−Removed: December 31, 2019
−Removed: Property and equipment
+Added: Property and equipment Towers $ 2,706.3 $ 2,695.9
Accumulated depreciation ( 1,209.7 ) ( 1,062.0 )
Property and equipment, net $ 1,496.6 $ 1,633.9
−Removed: Property and equipment
−Removed: Buildings and improvements
+Added: Property and equipment Buildings and improvements $ 167.6 $ 167.0
Accumulated depreciation ( 76.3 ) ( 65.3 )
Property and equipment, net $ 91.3 $ 101.7
−Removed: Property and equipment
−Removed: Property and equipment
+Added: Property and equipment Land $ 129.9 $ 150.9
+Added: Property and equipment Equipment $ 48.8 $ 45.9
Accumulated depreciation ( 15.3 ) ( 13.1 )
Property and equipment, net $ 33.5 $ 32.8
−Removed: As of December 31, 2019 , the Company had $ 1,575.2 million of perpetual land easements which are not depreciable.
The Company determines if an arrangement is a lease at the inception of the agreement.
15 unchanged sentences
The Company generally does not enter into sales-type leases or direct financing leases.
−Removed: The Company’s leases generally do not include any incentives for the lessee and do not include any lessee purchase options.
+Added: The Company’s leases generally do not include any incentives
AMERICAN TOWER CORPORATION AND SUBSIDIARIES
1 unchanged sentence
(Tabular amounts in millions, unless otherwise disclosed)
+Added: for the lessee, however, if incentives are present, they are evaluated to determine proper treatment.
+Added: In addition, the Company’s leases do not include any lessee purchase options.
Historically, the Company has been able to successfully renew its ground leases as needed to ensure continuation of its tower revenue.
1 unchanged sentence
Future minimum rental receipts expected under non-cancellable operating lease agreements as of December 31, 2020, were as follows:
−Removed: Year Ended December 31,
+Added: Year Ended December 31, Amount (1)
2021 $ 6,194.6
−Removed: Balances are translated at the applicable period-end exchange rate, which may impact comparability between periods.
−Removed: During the year ended December 31, 2019, the Company entered into a new master lease agreement with one of its tenants in the U.S., AT&T Inc.
−Removed: (“AT&T”), which resulted in $ 13.7 billion in future minimum rental receipts expected under non-cancellable operating lease agreements.
−Removed: Future minimum rental receipts expected under non-cancellable operating lease agreements in effect at December 31, 2018 were as follows:
−Removed: Year Ended December 31,
+Added: Thereafter 29,660.9
+Added: Total $ 58,569.9
_______________
3 unchanged sentences
The Company typically exercises its ground lease renewal options in order to provide ongoing tenant space on its communications sites through the end of the tenant lease term.
−Removed: Escalation clauses present in operating leases, excluding those tied to CPI or other inflation-based indices, are recognized on a straight-line basis over the estimated lease term of the applicable lease.
+Added: Escalation clauses present in operating leases, excluding those tied to CPI or other inflation-based indices, are recognized on a straight-line basis over the estimated lease term of the applicable lease as a component of rent expense.
Additionally, the escalations tied to CPI or another inflation-based index are considered variable lease payments.
6 unchanged sentences
The Company also considers termination options and factors those into the determination of lease payments when appropriate.
−Removed: To determine the lease term, the Company considers all renewal periods that are reasonably certain to be exercised, taking into consideration all economic factors, including the
−Removed: AMERICAN TOWER CORPORATION AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: (Tabular amounts in millions, unless otherwise disclosed)
−Removed: communications site’s estimated economic life (generally 20 years ) and the respective lease terms of the Company’s tenants under the existing lease arrangements on such site.
−Removed: As of the adoption date and new lease inception, the Company’s right-of-use asset is equal to its lease liability, plus payments made prior to the commencement date and initial direct costs, net of any impairment losses, lease incentives, fair value adjustments on acquired leases and deferred rent amount recorded under the prior lease accounting guidance.
+Added: To determine the lease term, the Company considers all renewal periods that are reasonably certain to be exercised, taking into consideration all economic factors, including the communications site’s estimated economic life (generally 20 years) and the respective lease terms of the Company’s tenants under the existing lease arrangements on such site.
The Company assesses its right-of-use asset and other lease-related assets for impairment, as described in note 1.
−Removed: During the year ended December 31, 2019 , the Company recorded $ 9.9 million of impairment expense related to these assets.
+Added: During the years ended December 31, 2020 and 2019, the Company recorded $ 76.1 million and $ 9.9 million, respectively, of impairment expense related to these assets.
As of December 31, 2020, the Company does not have any material related party leases as a lessee.
2 unchanged sentences
As of December 31, 2020, operating lease assets were included in Right-of-use asset and finance lease assets were included in Property and equipment, net in the consolidated balance sheet.
−Removed: Information about other lease-related balances as of December 31, 2019 is as follows:
+Added: AMERICAN TOWER CORPORATION AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: (Tabular amounts in millions, unless otherwise disclosed)
+Added: Information about other lease-related balances is as follows:
+Added: December 31, 2020 December 31, 2019
Operating leases:
7 unchanged sentences
Total finance lease liability $ 27.9 $ 30.7
−Removed: As most of the Company’s leases do not specifically state an implicit rate, the Company uses a market-specific incremental borrowing rate consistent with the lease term as of the lease commencement date when calculating the present value of remaining lease payments.
+Added: As most of the Company’s leases do not specifically state an implicit rate, the Company uses a market-specific incremental borrowing rate consistent with the lease term as of the lease commencement date or upon a remeasurement event when calculating the present value of the remaining lease payments.
The incremental borrowing rate reflects the cost to borrow on a securitized basis in each market.
The remaining lease term does not reflect all renewal options available to the Company, only those renewal options that the Company has assessed as reasonably certain of being exercised taking into consideration the economic and other factors noted above.
−Removed: The weighted-average remaining lease terms and incremental borrowing rates as of December 31, 2019 are as follows:
+Added: The weighted-average remaining lease terms and incremental borrowing rates are as follows:
+Added: December 31, 2020 December 31, 2019
Operating leases:
4 unchanged sentences
Weighted-average incremental borrowing rate 6.8 % 6.2 %
−Removed: The following table sets forth the components of lease cost for the year ended December 31, 2019 :
−Removed: Year ended December 31, 2019
+Added: The following table sets forth the components of lease cost:
+Added: Year ended December 31, 2020 Year ended December 31, 2019
Operating lease cost $ 977.2 $ 1,013.1
2 unchanged sentences
(1) Includes property tax paid on behalf of the landlord.
+Added: The interest expense on finance lease liabilities was $ 1.3 million and $ 1.7 million for the years ended December 31, 2020 and 2019, respectively.
+Added: Assets held under finance leases are recorded in property and equipment and are depreciated over the lesser of the remaining lease term or the remaining useful life.
AMERICAN TOWER CORPORATION AND SUBSIDIARIES
1 unchanged sentence
(Tabular amounts in millions, unless otherwise disclosed)
−Removed: The interest expense on finance lease liabilities was $ 1.7 million for the year ended December 31, 2019 .
−Removed: Assets held under finance leases are recorded in property and equipment and are depreciated over the lesser of the remaining lease term or the remaining useful life.
−Removed: Supplemental cash flow information for the year ended December 31, 2019 is as follows:
+Added: Supplemental cash flow information is as follows:
+Added: Year ended December 31, 2020 Year ended December 31, 2019
Cash paid for amounts included in the measurement of lease liabilities:
7 unchanged sentences
(1) Amount includes new operating leases and leases acquired in connection with acquisitions.
−Removed: Includes a $ 60.6 million reduction of the operating lease liability.
As of December 31, 2020, the Company does not have material operating or financing leases that have not yet commenced.
Maturities of operating and finance lease liabilities as of December 31, 2020 were as follows:
−Removed: Operating Lease (1)
−Removed: Finance Lease (1)
+Added: Fiscal Year Operating Lease (1) Finance Lease (1)
+Added: 2021 $ 901.1 $ 6.2
+Added: 2022 869.0 5.3
+Added: 2023 836.4 3.6
+Added: 2024 798.0 2.9
+Added: 2025 751.8 2.1
+Added: Thereafter 6,423.4 26.9
Total lease payments 10,579.7 47.0
5 unchanged sentences
(1) Balances are translated at the applicable period-end exchange rate, which may impact comparability between periods.
−Removed: Future minimum rental payments under non-cancellable operating leases as of December 31, 2018 were as follows:
−Removed: Year Ended December 31,
−Removed: _______________
−Removed: Balances are translated at the applicable period-end exchange rate, which may impact comparability between periods.
−Removed: AMERICAN TOWER CORPORATION AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: (Tabular amounts in millions, unless otherwise disclosed)
−Removed: Future minimum rental payments under capital leases in effect as of December 31, 2018 were as follows:
−Removed: Year Ended December 31,
−Removed: Less amounts representing interest
−Removed: Present value of capital lease obligations
−Removed: _______________
−Removed: Balances are translated at the applicable period-end exchange rate, which may impact comparability between periods.
−Removed: Included in the future minimum rental payments under capital leases and amounts representing interest as of December 31, 2018 were $ 220.3 million and $ 69.3 million , respectively, related to perpetual land easements, which are not accounted for as finance leases under the new lease accounting standard.
GOODWILL AND OTHER INTANGIBLE ASSETS
The changes in the carrying value of goodwill for each of the Company’s business segments were as follows:
−Removed: Latin America
+Added: Property Services Total
+Added: & Canada Asia-Pacific Africa Europe Latin America
Balance as of December 31, 2018 $ 3,382.5 $ 1,045.5 $ 119.3 $ 262.0 $ 690.6 $ 2.0 $ 5,501.9
6 unchanged sentences
_______________
−Removed: Additions consist of $ 47.8 million resulting from 2018 acquisitions and $ 0.4 million from revisions to prior-year acquisitions due to measurement period adjustments.
−Removed: Additions consist of $ 704.3 million resulting from 2019 acquisitions offset by $ 1.5 million from revisions to prior-year acquisitions due to measurement period adjustments.
+Added: (1) Additions consist of $ 704.3 million resulting from 2019 acquisitions, partially offset by $ 1.5 million from revisions to prior-year acquisitions due to measurement period adjustments.
+Added: & Canada and Asia-Pacific consist of an aggregate of $ 1,354.2 million of additions related to the InSite Acquisition.
+Added: Africa consists of measurement period adjustments related to the Eaton Towers Acquisition (as defined in note 7).
AMERICAN TOWER CORPORATION AND SUBSIDIARIES
2 unchanged sentences
The Company’s other intangible assets subject to amortization consisted of the following:
−Removed: As of December 31, 2019
−Removed: As of December 31, 2018
+Added: As of December 31, 2020 As of December 31, 2019
Estimated Useful
−Removed: Lives (years)
−Removed: Acquired network location intangibles (1)
−Removed: Acquired tenant-related intangibles
+Added: Lives (years) Gross
+Added: Value Accumulated
+Added: Amortization Net Book
+Added: Value Accumulated
+Added: Amortization Net Book
+Added: Acquired network location intangibles (1) Up to 20
+Added: $ 5,784.0 $ ( 2,117.6 ) $ 3,666.4 $ 5,150.8 $ ( 1,920.4 ) $ 3,230.4
+Added: Acquired tenant-related intangibles Up to 20
+Added: 14,322.5 ( 4,237.5 ) 10,085.0 12,674.1 ( 3,674.6 ) 8,999.5
Acquired licenses and other intangibles 3 - 20
+Added: 97.8 ( 9.4 ) 88.4 106.7 ( 18.2 ) 88.5
Total other intangible assets $ 20,204.3 $ ( 6,364.5 ) $ 13,839.8 $ 17,931.6 $ ( 5,613.2 ) $ 12,318.4
_______________
−Removed: Acquired network location intangibles are amortized over the shorter of the term of the corresponding ground lease, taking into consideration lease renewal options and residual value or up to 20 years, as the Company considers these intangibles to be directly related to the tower assets.
+Added: (1) Acquired network location intangibles are amortized over the shorter of the term of the corresponding ground lease, taking into consideration lease renewal options and residual value, generally up to 20 years, as the Company considers these intangibles to be directly related to the tower assets.
The acquired network location intangibles represent the value to the Company of the incremental revenue growth that could potentially be obtained from leasing the excess capacity on acquired communications sites.
3 unchanged sentences
Amortization of intangible assets for the years ended December 31, 2020, 2019 and 2018 was $ 867.2 million, $ 791.3 million and $ 1,144.1 million, respectively.
−Removed: Amortization expense decreased for the year ended December 31, 2019 because in 2018, the Company entered into agreements with one of its tenants in India, Tata Teleservices Limited (“Tata Teleservices”) and related entities (collectively, “Tata”), for a settlement and release of certain contractual lease obligations of Tata Teleservices.
+Added: Amortization expense decreased for the year ended December 31, 2019 as compared to the year ended December 31, 2018, because in 2018, the Company entered into agreements with one of its tenants in India, Tata Teleservices Limited (“Tata Teleservices”) and related entities (collectively, “Tata”), for a settlement and release of certain contractual lease obligations of Tata Teleservices.
As a result, the Company recorded $ 327.5 million of accelerated amortization related to the Tata tenant relationship in 2018, which was subsequently retired.
Based on current exchange rates, the Company expects to record amortization expense as follows over the next five years:
+Added: Fiscal Year Amount
NOTES RECEIVABLE AND OTHER NON-CURRENT ASSETS
Notes receivable and other non-current assets consisted of the following:
−Removed: December 31, 2019
−Removed: December 31, 2018
−Removed: Long-term prepaid ground rent
+Added: December 31, 2020 December 31, 2019
Notes receivable $ 6.5 $ 1.1
1 unchanged sentence
Notes receivable and other non-current assets $ 400.1 $ 406.4
−Removed: The reduction in Long-term prepaid ground rent is a result of the reclassification of assets to the Right-of-use asset in connection with the Company’s adoption of the new lease accounting standard.
+Added: The Company evaluates each of its acquisitions under the accounting guidance framework to determine whether to treat an acquisition as an asset acquisition or a business combination.
+Added: For those transactions treated as asset acquisitions, the purchase price is allocated to the assets or rights acquired and liabilities assumed, with no recognition of goodwill.
+Added: For those transactions treated as business combinations, the estimates of the fair value of the assets or rights acquired and liabilities assumed at the
AMERICAN TOWER CORPORATION AND SUBSIDIARIES
1 unchanged sentence
(Tabular amounts in millions, unless otherwise disclosed)
−Removed: The Company evaluates each of its acquisitions under the accounting guidance framework to determine whether to treat an acquisition as an asset acquisition or a business combination.
−Removed: For those transactions treated as asset acquisitions, the purchase price is allocated to the assets or rights acquired and liabilities assumed, with no recognition of goodwill.
−Removed: For those transactions treated as business combinations, the estimates of the fair value of the assets or rights acquired and liabilities assumed at the date of the applicable acquisition are subject to adjustment during the measurement period (up to one year from the particular acquisition date).
+Added: date of the applicable acquisition are subject to adjustment during the measurement period (up to one year from the particular acquisition date).
The primary areas of the accounting for the acquisitions that are not yet finalized relate to the fair value of certain tangible and intangible assets acquired and liabilities assumed, including tax positions, which may include contingent consideration, residual goodwill and any related tax impact.
14 unchanged sentences
Year Ended December 31,
+Added: 2020 2019 2018
Acquisition and merger related expenses $ 15.5 $ 26.9 $ 14.1
Integration costs $ 23.1 $ 9.8 $ 16.1
−Removed: The Company also received $ 13.1 million related to pre-acquisition contingencies and settlements during the year ended December 31, 2019 .
+Added: During the years ended December 31, 2020 and 2019, the Company recorded net benefits of $ 4.4 million and $ 13.1 million related to pre-acquisition contingencies and settlements, respectively.
2020 Transactions
1 unchanged sentence
The revenues and gross margin amounts also reflect incremental revenues from the addition of new tenants to such sites subsequent to the transaction date.
−Removed: Acquisitions completed in 2019 were included in the Company’s U.S, Africa and Latin America property segments.
−Removed: Eaton Towers Acquisition —On December 31, 2019, the Company acquired 100 % of the outstanding shares of Eaton Towers Holdings Limited (“Eaton Towers”), which owns and operates approximately 5,800 communications sites across five African
+Added: Acquisitions completed in 2020 were included in all of the Company’s property segments.
+Added: InSite Acquisition —On December 23, 2020, the Company acquired 100 % of the outstanding units of IWG Holdings, LLC, the parent company of InSite, which owned, operated and managed approximately 3,000 communications sites in the U.S.
+Added: The portfolio includes approximately 1,400 owned towers in the United States, over 200 owned towers in Canada and approximately 40 DAS networks in the United States.
+Added: In addition, the portfolio includes more than 600 land parcels under communications sites in the United States, Canada and Australia, as well as approximately 400 rooftop sites.
+Added: The acquired U.S.
+Added: and Canada assets and operations are included in the U.S.
+Added: & Canada property segment and the acquired Australian assets and operations are included in the Asia-Pacific property segment.
+Added: The total consideration for the InSite Acquisition, including cash acquired, the repayment and assumption of certain debt held by InSite, was approximately $ 3.5 billion, subject to certain
AMERICAN TOWER CORPORATION AND SUBSIDIARIES
1 unchanged sentence
(Tabular amounts in millions, unless otherwise disclosed)
−Removed: markets (the “Eaton Towers Acquisition”).
−Removed: The total consideration for the Eaton Towers Acquisition, including the Company’s assumption of Eaton Towers’ existing debt, was approximately $ 2.0 billion .
−Removed: The purchase price reflects a $ 9.7 million receivable from the seller for reimbursement of taxes.
−Removed: The Eaton Towers Acquisition was accounted for as a business combination and is subject to post-closing adjustments.
+Added: closing adjustments.
+Added: The InSite Acquisition was accounted for as a business combination and is subject to post-closing adjustments.
Entel Acquisition —On December 19, 2019, the Company entered into a definitive agreement to acquire approximately 3,200 communications sites in Chile and Peru from Entel PCS Telecomunicaciones S.A.
1 unchanged sentence
(“Entel”) for total consideration of approximately $ 0.8 billion (as of the date of signing).
−Removed: On December 26, 2019, the Company completed the acquisition of approximately 2,400 communications sites for an aggregate total purchase price of $ 672.8 million including value-added tax (as of the date of acquisition) (the “Entel Acquisition”).
−Removed: The Entel Acquisition was accounted for as an asset acquisition.
−Removed: The remaining communications sites are expected to close in tranches beginning in the first quarter of 2020, subject to certain closing conditions.
−Removed: Acquisition— On August 30, 2019, the Company acquired approximately 400 towers and other related property interests in the United States for an aggregate total purchase price of $ 484.2 million .
−Removed: This acquisition was accounted for as an asset acquisition.
−Removed: Other Acquisitions— During the year ended December 31, 2019 , the Company acquired a total of 676 communications sites in the United States, Colombia, Mexico, Paraguay and Peru, as well as other communications infrastructure assets, for an aggregate purchase price of $ 201.8 million .
−Removed: The majority of these acquisitions were accounted for as asset acquisitions.
+Added: The Company completed the acquisition of approximately 2,400 communications sites in December 2019.
+Added: During the year ended December 31, 2020, the Company 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: This acquisition is being accounted for as an acquisition of assets and is included in the table below in “Other.” The remaining communications sites are expected to continue to close in tranches, subject to certain closing conditions.
+Added: Poland Acquisition —On June 16, 2020, the Company, through its Polish subsidiary, entered into a definitive agreement with Electronic Control Systems Spółka Akcyjna to acquire up to 50 communications sites in Poland for total consideration of 18.3 million Polish Zloty (“PLN”) ($ 4.6 million at the date of signing).
+Added: During the year ended December 31, 2020, the Company completed the acquisition of 27 of these communications sites for total consideration of 12.1 million PLN ($ 3.1 million as of the dates of acquisition), including value added tax.
+Added: This acquisition is being accounted for as an acquisition of assets and is included in the table below in “Other.” The remaining communications sites are expected to continue to close in tranches, subject to customary closing conditions.
+Added: Other Acquisitions— During the year ended December 31, 2020, the Company acquired a total of 1,299 communications sites, as well as other communications infrastructure assets, in the United States, France, Mexico, Peru and South Africa, including 564 sites in connection with the Company’s agreements with Orange S.A.
+Added: (“Orange”) as further described below, for an aggregate purchase price of $ 978.0 million.
+Added: Of the aggregate purchase price, $ 58.9 million is reflected as a payable in the consolidated balance sheet as of December 31, 2020.
+Added: The majority of these acquisitions were accounted for as asset acquisitions and are included in the table below in “Other.”
The following table summarizes the allocations of the purchase prices for the fiscal year 2020 acquisitions based upon their estimated fair value at the date of acquisition:
−Removed: Latin America
−Removed: Eaton Towers Acquisition
−Removed: Entel Acquisition
+Added: InSite Acquisition Other (1)
Current assets $ 57.2 $ 40.6
9 unchanged sentences
Net assets acquired 2,197.3 1,118.8
+Added: Goodwill (3) 1,354.2 —
Fair value of net assets acquired 3,551.5 1,118.8
+Added: Debt assumed (4) ( 800.0 ) —
Purchase price $ 2,751.5 $ 1,118.8
1 unchanged sentence
(1) Includes 25 sites in Peru held pursuant to long-term finance leases.
−Removed: Tenant-related intangible assets and network location intangible assets are amortized on a straight-line basis over periods of up to 20 years.
+Added: (2) Tenant-related intangible assets and network location intangible assets are amortized on a straight-line basis generally over a 20 year period.
(3) The Company expects goodwill to be partially deductible for tax purposes.
−Removed: Other Signed Acquisitions
−Removed: Orange— On November 28, 2019, ATC France, a majority-owned subsidiary of the Company, entered into definitive agreements with Orange S.A.
−Removed: for the acquisition of up to approximately 2,000 communications sites in France over a period of up to five years .
−Removed: This transaction is expected to close in multiple tranches beginning in the first half of 2020 for total consideration in the range of approximately 500.0 million Euros (“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: (4) InSite Acquisition debt assumed includes $ 763.5 million of InSite’s indebtedness and a fair value adjustment of $ 36.5 million.
+Added: The fair value adjustment was based primarily on reported market values using Level 2 inputs.
AMERICAN TOWER CORPORATION AND SUBSIDIARIES
1 unchanged sentence
(Tabular amounts in millions, unless otherwise disclosed)
+Added: In addition to the acquisitions discussed above, the Company purchased 103 towers related to the AT&T transaction described in note 19 for an aggregate purchase price of $ 55.7 million.
+Added: Other Signed Acquisitions
+Added: Orange— On November 28, 2019, ATC France, a majority-owned subsidiary of the Company, 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 Euros (“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, the Company completed the acquisition of 564 of these communications sites.
+Added: The remaining communications sites are expected to continue to close in tranches, subject to customary closing conditions.
2019 Transactions
−Removed: During the year ended December 31, 2019 , the allocation of the final purchase price for the acquisition of Idea Cellular Infrastructure Services Limited was finalized with no material post-closing adjustments.
−Removed: During the year ended December 31, 2019 , there were no material post-closing adjustments that impacted other 2018 acquisitions.
+Added: Eaton Towers Acquisition —On December 31, 2019, the Company acquired 100 % of the outstanding shares of Eaton Towers Holdings Limited (“Eaton Towers”), which owned and operated approximately 5,800 communications sites across five African markets (the “Eaton Towers Acquisition”).
+Added: During the year ended December 31, 2020, the purchase price was reduced by approximately $ 4.2 million.
+Added: The total consideration for the Eaton Towers Acquisition, including the Company’s assumption of Eaton Towers’ existing debt, was approximately $ 2.0 billion.
+Added: The purchase price reflects a $ 14.0 million receivable from the seller for reimbursement of taxes.
+Added: The Eaton Towers Acquisition was accounted for as a business combination and the allocation of the purchase price was finalized during the year ended December 31, 2020.
+Added: The following table summarizes the preliminary and final allocation of the purchase price paid and the amounts of assets acquired and liabilities assumed for the Eaton Towers Acquisition based upon its estimated fair value at the date of acquisition.
+Added: Balances are reflected in the accompanying consolidated balance sheet as of December 31, 2020.
+Added: Preliminary Allocation Final Allocation
+Added: Current assets $ 150.4 $ 151.7
+Added: Property and equipment 304.7 306.6
+Added: Intangible assets (1):
+Added: Tenant-related intangible assets 1,007.6 1,107.7
+Added: Network location intangible assets 272.2 326.2
+Added: Other non-current assets 99.5 114.8
+Added: Current liabilities ( 82.0 ) ( 94.3 )
+Added: Deferred tax liability ( 319.3 ) ( 347.2 )
+Added: Other non-current liabilities ( 138.3 ) ( 121.3 )
+Added: Net assets acquired 1,294.8 1,444.2
+Added: Goodwill (2) 670.0 516.4
+Added: Fair value of net assets acquired 1,964.8 1,960.6
+Added: Debt assumed ( 329.8 ) ( 329.8 )
+Added: Purchase price $ 1,635.0 $ 1,630.8
+Added: _______________
+Added: (1) Tenant-related intangible assets and network location intangible assets are amortized on a straight-line basis over periods of up to 20 years.
+Added: (2) The Company expects goodwill to be partially deductible for tax purposes.
Pro Forma Consolidated Results (Unaudited)
1 unchanged sentence
The pro forma results do not include any anticipated cost synergies, costs or other integration impacts.
−Removed: Accordingly, such pro forma amounts are not necessarily indicative of the results that actually would have occurred had the transactions been completed on the dates indicated, nor are they indicative of the future operating results of the Company.
+Added: Accordingly, such pro forma amounts are not necessarily indicative of the results that actually would have occurred had the transactions been completed on the dates indicated, nor are they indicative of the
+Added: AMERICAN TOWER CORPORATION AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: (Tabular amounts in millions, unless otherwise disclosed)
+Added: future operating results of the Company.
Year Ended December 31,
6 unchanged sentences
Accrued expenses consisted of the following:
−Removed: December 31, 2019
−Removed: December 31, 2018
−Removed: Accrued property and real estate taxes
+Added: December 31, 2020 December 31, 2019
+Added: Accrued construction costs $ 46.5 $ 27.8
+Added: Accrued income tax payable 20.6 55.2
Accrued pass-through costs 67.1 74.2
+Added: Amounts payable for acquisitions 58.9 —
Amounts payable to tenants 66.4 77.9
+Added: Accrued property and real estate taxes 219.1 198.1
+Added: Accrued rent 82.6 75.6
Payroll and related withholdings 104.4 102.4
−Removed: Accrued construction costs
−Removed: Accrued income tax payable
Other accrued expenses 378.1 347.0
5 unchanged sentences
Outstanding amounts under the Company’s long-term obligations, reflecting discounts, premiums, debt issuance costs and fair value adjustments due to interest rate swaps consisted of the following:
−Removed: December 31, 2019
−Removed: December 31, 2018
−Removed: Contractual Interest Rate (1)
−Removed: Maturity Date (1)
−Removed: 2018 Term Loan (2) (3)
−Removed: 2019 364-Day Term Loan (2) (4)
−Removed: February 13, 2020
−Removed: 2019 Multicurrency Credit Facility (2)
−Removed: June 28, 2023
−Removed: 2019 Term Loan (2)
−Removed: January 31, 2025
−Removed: 2019 Credit Facility (2)
−Removed: January 31, 2025
−Removed: 3.40% senior notes (5)
−Removed: 2.800% senior notes
+Added: December 31, 2020 December 31, 2019 Contractual Interest Rate (1) Maturity Date (1)
+Added: 2019 364-Day Term Loan (1) (2) $ — $ 999.9 N/A N/A
+Added: 2020 Term Loan (1) (3) 749.4 — 0.800 % February 12, 2021
+Added: 2019 Multicurrency Credit Facility (1) — 700.0 — % June 28, 2023
+Added: 2019 Term Loan (1) 996.1 995.2 1.275 % January 31, 2025
+Added: 2019 Credit Facility (1) 2,295.0 1,600.0 1.235 % January 31, 2025
2.800 % senior notes (4)
+Added: — 749.4 N/A N/A
3.300 % senior notes (5)
−Removed: February 15, 2021
+Added: — 748.5 N/A N/A
3.450 % senior notes (5)
−Removed: September 15, 2021
+Added: — 647.7 N/A N/A
5.900 % senior notes (6)
−Removed: November 1, 2021
+Added: — 498.9 N/A N/A
2.250 % senior notes
7 unchanged sentences
0.600 % senior notes
+Added: 496.8 — 0.600 % January 15, 2024
+Added: 5.00 % senior notes
1,001.3 1,001.7 5.000 % February 15, 2024
3.375 % senior notes
+Added: 645.7 644.4 3.375 % May 15, 2024
2.950 % senior notes
1 unchanged sentence
2.400 % senior notes
+Added: 745.0 — 2.400 % March 15, 2025
+Added: 1.375 % senior notes (7)
604.1 553.0 1.375 % April 4, 2025
4.000 % senior notes
+Added: 744.3 743.2 4.000 % June 1, 2025
1.300 % senior notes
+Added: 495.4 — 1.300 % September 15, 2025
+Added: 4.400 % senior notes
497.1 496.6 4.400 % February 15, 2026
1.950 % senior notes (7)
+Added: 605.2 554.4 1.950 % May 22, 2026
3.375 % senior notes
9 unchanged sentences
3.600 % senior notes
+Added: 693.4 692.6 3.600 % January 15, 2028
+Added: 1.500 % senior notes
+Added: 645.1 — 1.500 % January 31, 2028
+Added: 3.950 % senior notes
590.6 589.6 3.950 % March 15, 2029
2 unchanged sentences
2.900 % senior notes
−Removed: October 15, 2049
−Removed: Total American Tower Corporation debt
−Removed: Series 2013-2A Securities (8)
−Removed: March 15, 2023
−Removed: Series 2018-1A Securities (8)
−Removed: March 15, 2028
−Removed: Series 2015-1 Notes (9)
+Added: 741.7 — 2.900 % January 15, 2030
+Added: 2.100 % senior notes
740.2 — 2.100 % June 15, 2030
−Removed: Series 2015-2 Notes (10)
+Added: 1.875 % senior notes
+Added: 790.5 — 1.875 % October 15, 2030
+Added: 1.000 % senior notes (7)
+Added: 786.1 — 1.000 % January 15, 2032
+Added: 3.700 % senior notes
+Added: 591.9 591.8 3.700 % October 15, 2049
+Added: 3.100 % senior notes
1,037.7 — 3.100 % June 15, 2050
−Removed: India indebtedness (11)
−Removed: India preference shares (12)
−Removed: Shareholder loan (13)
−Removed: Other subsidiary debt (14)
+Added: 2.950 % senior notes
+Added: 538.2 — 2.950 % January 15, 2051
+Added: Total American Tower Corporation debt 26,113.4 20,942.5
+Added: Series 2013-2A Securities (8) 1,296.6 1,295.0 3.070 % March 15, 2023
+Added: Series 2018-1A Securities (8) 494.6 493.8 3.652 % March 15, 2028
+Added: Series 2015-1 Notes (9) — 349.6 N/A N/A
+Added: Series 2015-2 Notes (10) 522.1 521.4 3.482 % June 16, 2025
+Added: InSite Debt (11) 800.0 — Various Various
+Added: Other subsidiary debt (12) 32.9 422.4 Various Various
Total American Tower subsidiary debt 3,146.2 3,082.2
−Removed: Finance and capital lease obligations
−Removed: Less current portion long-term obligations
−Removed: Long-term obligations
AMERICAN TOWER CORPORATION AND SUBSIDIARIES
1 unchanged sentence
(Tabular amounts in millions, unless otherwise disclosed)
+Added: Finance lease obligations 27.9 30.7
+Added: Total 29,287.5 24,055.4
+Added: Less current portion of long-term obligations ( 789.8 ) ( 2,928.2 )
+Added: Long-term obligations $ 28,497.7 $ 21,127.2
_______________
−Removed: Represents the interest rate or maturity date as of December 31, 2019;
−Removed: interest rate does not reflect the impact of the interest rate swap agreements.
(1) Accrues interest at a variable rate.
−Removed: Interest rates on outstanding balances are calculated using a weighted average.
−Removed: Repaid in full on February 14, 2019 using proceeds from the 2019 364-Day Term Loan (as defined below) and cash on hand.
−Removed: Repaid in full on the maturity date in February 2020 using proceeds from the 2020 Term Loan (as defined in note 24), borrowings from the 2019 Credit Facility and cash on hand.
−Removed: For more information, see note 24.
−Removed: Repaid in full on the maturity date in February 2019 with borrowings from the 2019 Multicurrency Credit Facility and the 2019 Credit Facility (each as defined below).
−Removed: Repaid in full on April 22, 2019 with borrowings from the 2019 Credit Facility and cash on hand.
+Added: (2) Repaid in full on February 13, 2020 using proceeds from the 2020 Term Loan (as defined below), borrowings from the 2019 Credit Facility (as defined below) and cash on hand.
+Added: (3) Repaid in full on February 5, 2021 using borrowings from the 2019 Multicurrency Credit Facility and cash on hand.
+Added: (4) Repaid in full on May 11, 2020 with borrowings from the 2019 Credit Facility and cash on hand.
+Added: (5) Repaid in full on July 6, 2020 with borrowings from the 2019 Credit Facility and cash on hand.
(6) Repaid in full on January 15, 2020 with borrowings from the 2019 Credit Facility and cash on hand.
−Removed: For more information, see note 24.
+Added: (7) Notes are denominated in EUR.
(8) Maturity date reflects the anticipated repayment date;
final legal maturity is March 15, 2048.
−Removed: Maturity date reflects the anticipated repayment date;
−Removed: final legal maturity is June 15, 2045.
+Added: (9) Repaid in full on the June 2020 payment date with cash on hand.
(10) Maturity date reflects the anticipated repayment date;
final legal maturity is June 15, 2050.
−Removed: Denominated in Indian Rupees (“INR”).
−Removed: Included India working capital facilities, remaining debt assumed by the Company in connection with the Viom Acquisition (as defined in note 15) and debt that had been entered into by ATC TIPL.
−Removed: During the year ended December 31, 2019, the Company repaid all remaining debt assumed in connection with the Viom Acquisition and debt entered into by ATC TIPL.
−Removed: Mandatorily redeemable preference shares (the “Preference Shares”) denominated in INR and classified as debt.
−Removed: The Preference Shares were redeemed on March 2, 2019.
−Removed: Reflects balance owed to the Company’s joint venture partner in Ghana.
−Removed: The Ghana loan is denominated in Ghanaian Cedi (“GHS”).
−Removed: On June 14, 2019, the Company purchased the remaining 294.4 million GHS ( $ 56.8 million ) of principal outstanding under the Ghana loan, plus unpaid interest.
−Removed: Amounts under the loan are now owed to one of the Company’s subsidiaries and, as a result, are eliminated in consolidation as of the purchase date.
−Removed: Includes the Brazil Credit Facility (as defined below), which is denominated in Brazilian Real (“BRL”) and has an original amortization through January 15, 2022, the South African Credit Facility (as defined below), which is denominated in South African Rand (“ZAR”) and amortizes through December 17, 2020, the Colombian Credit Facility (as defined below), which is denominated in Colombian Peso (“COP”) and amortizes through April 24, 2021, the Kenya Debt (as defined below), which is denominated in U.S.
−Removed: Dollar (“USD”) and is payable either (i) in future installments subject to the satisfaction of specified conditions or (ii) three years from the note origination date, the U.S.
−Removed: Subsidiary Debt (as defined below) and the Eaton Towers Debt (as defined below), which is denominated in multiple currencies, including USD, EUR, Kenyan Shilling (“KES”), and West African CFA Franc (“XOF”), and amortizes over various terms.
−Removed: Subsequent to December 31, 2019, the Company repaid all of the outstanding Eaton Towers USD denominated and KES denominated debt.
−Removed: Current portion of long-term obligations —The Company’s current portion of long-term obligations primarily includes (i) $ 1.0 billion under its unsecured term loan entered into on February 14, 2019 (the “2019 364-Day Term Loan”), which the Company repaid on February 13, 2020, (ii) $ 750.0 million aggregate principal amount of 2.800 % senior unsecured notes due 2020, (iii) $ 500.0 million aggregate principal amount of 5.900 % senior unsecured notes due 2021, which the Company repaid on January 15, 2020 and (iv) $ 350.0 million aggregate principal amount of the American Tower Secured Revenue Notes, Series 2015-1, Class A, issued by GTP Acquisition Partners I, LLC in a private securitization transaction in May 2015, with anticipated repayment date in 2020.
+Added: (11) Debt entered into by certain InSite subsidiaries acquired in connection with the InSite Acquisition (the “InSite Debt”)
+Added: (12) Includes (a) the Colombian credit facility, which is denominated in Colombian Pesos (“COP”) and amortizes through April 24, 2021, (b) debt entered into by the Company’s Kenyan subsidiary in connection with an acquisition of sites in Kenya, which is denominated in U.S.
+Added: Dollars (“USD”) and is payable either (i) in future installments subj ect to the satisfaction of specified conditions or (ii) three years from the note origination date, and (c) U.S.
+Added: subsidiary debt related to a seller-financed acquisition.
+Added: As of December 31, 2019, included (a) debt entered into by certain Eaton Towers subsidiaries acquired in connection with the Eaton Towers Acquisition (the “Eaton Towers Debt”), which was denominated i n multiple currencies, including USD, EUR, Kenyan Shilling (“KES”) and West African CFA Franc (“XOF”) and was repaid during the year ended December 31, 2020, (b) the Brazil credit facility, which was denominated in Brazilian Reais (“BRL”) and was repaid on March 6, 2020, and (c) the South African credit facility, which was denominated in South African Rand (“ZAR”) and was repaid on the December 17, 2020 maturity date.
+Added: Current portion of long-term obligations — The Company’s current portion of long-term obligations primarily includes $ 750.0 million under its unsecured term loan entered into on February 13, 2020 (the “2020 Term Loan”).
American Tower Corporation Debt
Bank Facilities
−Removed: In December 2019, the Company entered into amendments and restatements of (A) its multicurrency senior unsecured revolving credit facility entered into in June 2013, as amended (as amended and restated, the “2019 Multicurrency Credit Facility”), (B) its senior unsecured revolving credit facility entered into in January 2012, as amended and restated in September 2014, as further amended (as amended and restated, the “2019 Credit Facility”) and (C) its unsecured term loan entered into in October 2013, as amended (as amended and restated, the “2019 Term Loan”), 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.
+Added: During the year ended December 31, 2020, the Company increased the commitments under its senior unsecured multicurrency revolving credit facility, as amended and restated in December 2019 (the “2019 Multicurrency Credit Facility”), and its senior unsecured revolving credit facility, as amended and restated in December 2019 ( the “2019 Credit Facility”), by $ 100.0 million each to $ 3.1 billion and $ 2.35 billion, respectively.
2019 Multicurrency Credit Facility— The Company has 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.
−Removed: During the year ended December 31, 2019 , the Company borrowed an aggregate of $ 2.5 billion and repaid an aggregate of $ 3.7 billion of revolving indebtedness under the 2019 Multicurrency Credit Facility.
−Removed: The Company primarily 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: AMERICAN TOWER CORPORATION AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: (Tabular amounts in millions, unless otherwise disclosed)
+Added: During the year ended December 31, 2020, the Company borrowed an aggregate of 910.0 million EUR ($ 1.0 billion as of the borrowing dates) and repaid an aggregate of $ 1.8 billion, including 910.0 million EUR ($ 1.1 billion as of the repayment dates), of revolving indebtedness under the 2019 Multicurrency Credit Facility.
+Added: The Company used the borrowings to repay existing indebtedness and for general corporate purposes.
2019 Credit Facility— The Company has 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.
During the year ended December 31, 2020, the Company borrowed an aggregate of $ 7.2 billion and repaid an aggregate of $ 6.5 billion of revolving indebtedness under the 2019 Credit Facility.
−Removed: The Company used the borrowings to fund acquisitions, including the Eaton Towers Acquisition, to repay existing indebtedness and for general corporate purposes.
−Removed: 2019 364 -Day Term Loan —On February 14, 2019, the Company entered into the 2019 364 -Day Term Loan, the net proceeds of which were used, together with cash on hand, to repay all outstanding indebtedness under the unsecured term loan entered into on March 29, 2018.
−Removed: The 2019 364 -Day Term Loan matures on February 13, 2020.
+Added: The Company 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, the Company 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 its $ 1.3 billion unsecured term loan entered into on February 14, 2019 (the “2019 364 -Day Term Loan”).
+Added: The 2020 Term Loan matures on February 12, 2021.
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 2019 364 -Day Term Loan do not require amortization of principal and may be paid prior to maturity in whole or in part at the Company’s option without penalty or premium.
−Removed: The Company has the option of choosing either a defined base rate or LIBOR as the applicable base rate for borrowings under the 2019 Multicurrency Credit Facility, the 2019 Credit Facility, the 2019 Term Loan and the 2019 364 -Day Term Loan.
+Added: April 2020 Term Loan —On April 3, 2020, the Company 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, the Company 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 (each as defined below).
+Added: AMERICAN TOWER CORPORATION AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: (Tabular amounts in millions, unless otherwise disclosed)
+Added: 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 the Company’s option without penalty or premium.
+Added: The Company has the option of choosing either a defined base rate or LIBOR as the applicable base rate for borrowings under the 2019 Multicurrency Credit Facility, the 2019 Credit Facility, the 2019 Term Loan and the 2020 Term Loan.
The interest rates on the 2019 Multicurrency Credit Facility, the 2019 Credit Facility, and the 2019 Term Loan range between 0.875 % to 1.750 % above LIBOR for LIBOR based borrowings or up to 0.750 % above the defined base rate for base rate borrowings, in each case based upon the Company’s debt ratings.
−Removed: The interest rate on the 2019 364 -Day Term Loan ranges between 0.550 % to 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 the Company’s debt ratings.
−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: Outstanding Principal Balance
−Removed: Undrawn letters of credit
−Removed: Maturity Date
−Removed: Current margin over LIBOR
−Removed: Current commitment fee (1)
−Removed: 2019 Multicurrency Credit Facility
−Removed: June 28, 2023
−Removed: 2019 Credit Facility
−Removed: January 31, 2025
−Removed: 2019 Term Loan
−Removed: January 31, 2025
−Removed: 2019 364-Day Term Loan
−Removed: February 13, 2020
+Added: The interest rate on the 2020 Term Loan is 0.650 % above LIBOR for LIBOR based borrowings or up to 0.000 % above the defined base rate for base rate borrowings, in each case based upon the Company’s debt ratings.
+Added: As of December 31, 2020, the key terms under the 2019 Multicurrency Credit Facility, the 2019 Credit Facility, the 2019 Term Loan and the 2020 Term Loan were as follows:
+Added: Outstanding Principal Balance Undrawn letters of credit Maturity Date Current margin over LIBOR Current commitment fee (1)
+Added: 2019 Multicurrency Credit Facility — $ 3.8 June 28, 2023 (3) 1.125 % 0.110 %
+Added: 2019 Credit Facility $ 2,295.0 $ 0.8 January 31, 2025 (3) 1.125 % 0.110 %
+Added: 2019 Term Loan $ 1,000.0 (2) N/A January 31, 2025 1.125 % N/A
+Added: 2020 Term Loan $ 750.0 (2) N/A February 12, 2021 0.650 % N/A
_______________
2 unchanged sentences
(3) Subject to two optional renewal periods.
−Removed: The loan agreements for the 2019 Multicurrency Credit Facility, the 2019 Credit Facility, the 2019 Term Loan and the 2019 364 -Day 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 the Company must comply.
+Added: The loan agreements for 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 the Company must comply.
Failure to comply with the financial and operating covenants of the loan agreements may constitute a default, which could result in, among other things, the amounts outstanding under the applicable agreement, including all accrued interest and unpaid fees, becoming immediately due and payable.
+Added: The Company’s bank facility activity subsequent to December 31, 2020 is described further in note 23.
Repayments of Senior Notes
−Removed: Repayment of 3.40 % Senior Notes— On the February 15, 2019 maturity date, the Company repaid $ 1.0 billion aggregate principal amount of 3.40 % senior unsecured notes due 2019 (the “ 3.40 % Notes”).
−Removed: The 3.40 % Notes were repaid with borrowings from the Company’s 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, the Company redeemed all of the $ 700.0 million aggregate principal amount of 5.050 % senior unsecured notes due 2020 (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.
+Added: Repayment of 5.900 % Senior Notes —On January 15, 2020, the Company redeemed all of the $ 500.0 million aggregate principal amount of 5.900 % senior unsecured notes due 2021 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.
The Company 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 5.050 % Notes remained outstanding.
+Added: The redemption was funded with borrowings under the 2019 Credit Facility and cash on hand.
+Added: Repayment of 2.800 % Senior Notes —On May 11, 2020, the Company redeemed all of the $ 750.0 million aggregate principal amount of 2.800 % senior unsecured notes due 2020 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: Repayment of 3.450 % Senior Notes and 3.300 % Senior Notes —On July 6, 2020, the Company redeemed all of the $ 650.0 million aggregate principal amount of 3.450 % senior unsecured notes due 2021 (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, the Company redeemed all of the $ 750.0 million aggregate principal amount of 3.300 % senior unsecured notes due 2021 (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.
AMERICAN TOWER CORPORATION AND SUBSIDIARIES
1 unchanged sentence
(Tabular amounts in millions, unless otherwise disclosed)
+Added: The Company 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 of the 3.450 % Notes and the 3.300 % Notes were funded with borrowings under the 2019 Credit Facility and cash on hand.
Offerings of Senior Notes
−Removed: 3.375 % Senior Notes and 3.950 % Senior Notes Offering— On March 15, 2019, the Company 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, the Company 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: The Company used the net proceeds to repay existing indebtedness under the 2019 Multicurrency Credit Facility and the 2019 Credit Facility.
+Added: The Company used the net proceeds to repay existing indebtedness under the 2019 Credit Facility.
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, beginning on September 15, 2019 and November 15, 2019 for the 3.950 % Notes and the 3.375 % Notes, respectively.
−Removed: 2.950 % Senior Notes and 3.800 % Senior Notes Offering— On June 13, 2019, the Company 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: 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, beginning on September 15, 2020 and July 15, 2020 for the 2.400 % Notes and the 2.900 % Notes, respectively.
+Added: 1.300 % Senior Notes, 2.100 % Senior Notes and 3.100 % Senior Notes Offering— On June 3, 2020, the Company 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: The Company used the net proceeds to repay existing indebtedness under the 2019 Multicurrency Credit Facility and the 2019 Credit Facility.
+Added: The Company used the net proceeds to repay existing indebtedness under the 2019 Credit Facility and for general corporate purposes.
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, beginning on January 15, 2020 and February 15, 2020 for the 2.950 % Notes and the 3.800 % Notes, respectively.
−Removed: 2.750 % Senior Notes and 3.700 % Senior Notes Offering— On October 3, 2019, the Company 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: 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, beginning on March 15, 2021, December 15, 2020 and December 15, 2020 for the 1.300 % Notes, the 2.100 % Notes and the Initial 3.100 % Notes, respectively.
+Added: 0.500 % Senior Notes and 1.000 % Senior Notes Offering— On September 10, 2020, the Company 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: The Company used the net proceeds to repay existing indebtedness under the 2019 Multicurrency Credit Facility and the April 2020 Term Loan and for general corporate purposes.
+Added: Accrued and unpaid interest 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 January 15, 2021 for each of the 0.500 % Notes and the 1.000 % Notes.
+Added: 1.875 % Senior Notes and 3.100 % Senior Notes Offering— On September 28, 2020, the Company 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: The Company used the net proceeds to repay existing indebtedness under the 2019 Multicurrency Credit Facility and the 2019 364 -Day Term Loan.
+Added: The Company used the net proceeds to repay existing indebtedness under the 2019 Credit Facility and the April 2020 Term Loan.
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, beginning on January 15, 2020 and April 15, 2020 for the 2.750 % Notes and the 3.700 % Notes, respectively.
+Added: Dollars semi-annually in arrears and will be computed from the offering date (which shall be June 3, 2020 for the Reopened 3.100 % Notes) on the basis of a 360 day year comprised of twelve 30-day months, beginning on April 15, 2021 and December 15, 2020 for the 1.875 % Notes and the Reopened 3.100 % Notes, respectively.
+Added: 0.600 % Senior Notes, 1.500 % Senior Notes and 2.950 % Senior Notes Offering— On November 20, 2020, the Company 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”) 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”) .
+Added: The net proceeds from this offering were approximately $ 1,678.9 million, after deducting commissions and estimated expenses.
+Added: The Company 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.
+Added: Accrued and unpaid interest is payable in U.S.
+Added: 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, beginning on July 15, 2021, July 31, 2021 and July 15, 2021 for the 0.600 % Notes, the 1.500 % Notes and the 2.950 % Notes, respectively.
AMERICAN TOWER CORPORATION AND SUBSIDIARIES
3 unchanged sentences
Adjustments to Principal Amount (1)
−Removed: Aggregate Principal Amount
−Removed: payments due (2)
−Removed: Par Call Date (3)
−Removed: June 1 and December 1
−Removed: February 15 and August 15
−Removed: January 12, 2016
−Removed: January 15, 2021
−Removed: March 15 and September 15
−Removed: August 7, 2014
+Added: Aggregate Principal Amount 2020 2019 Interest
+Added: payments due (2) Issue Date Par Call Date (3)
2.250 % Notes (4)
−Removed: May 1 and November 1
−Removed: October 6, 2011
+Added: $ 600.0 $ 5.1 $ ( 7.9 ) January 15 and July 15 September 30, 2016 N/A
+Added: $ 700.0 ( 1.0 ) ( 1.8 ) March 15 and September 15 March 12, 2012 N/A
+Added: $ 1,000.0 ( 3.9 ) ( 5.7 ) January 31 and July 31 January 8, 2013 N/A
3.000 % Notes (5)
−Removed: January 15 and July 15
−Removed: September 30, 2016
−Removed: March 15 and September 15
−Removed: March 12, 2012
−Removed: January 31 and July 31
−Removed: January 8, 2013
+Added: $ 700.0 21.9 4.9 June 15 and December 15 December 8, 2017 N/A
0.600 % Notes
−Removed: June 15 and December 15
−Removed: December 8, 2017
+Added: $ 500.0 ( 3.2 ) — January 15 and July 15 November 20, 2020 N/A
5.00 % Notes (6)
−Removed: February 15 and August 15
−Removed: August 19, 2013
−Removed: May 15 and November 15
−Removed: March 15, 2019
−Removed: April 15, 2024
−Removed: January 15 and July 15
−Removed: June 13, 2019
−Removed: December 15, 2024
+Added: $ 1,000.0 1.3 1.7 February 15 and August 15 August 19, 2013 N/A
3.375 % Notes
−Removed: April 6, 2017
−Removed: January 4, 2025
−Removed: June 1 and December 1
−Removed: March 1, 2025
−Removed: February 15 and August 15
−Removed: January 12, 2016
−Removed: November 15, 2025
+Added: $ 650.0 ( 4.3 ) ( 5.6 ) May 15 and November 15 March 15, 2019 April 15, 2024
2.950 % Notes
−Removed: February 22, 2026
−Removed: April 15 and October 15
−Removed: July 15, 2026
−Removed: January 15 and July 15
−Removed: September 30, 2016
−Removed: October 15, 2026
−Removed: January 15 and July 15
−Removed: October 3, 2019
−Removed: November 15, 2026
−Removed: January 15 and July 15
−Removed: June 30, 2017
−Removed: April 15, 2027
−Removed: January 15 and July 15
−Removed: December 8, 2017
−Removed: October 15, 2027
−Removed: March 15 and September 15
−Removed: March 15, 2019
−Removed: December 15, 2028
−Removed: February 15 and August 15
−Removed: June 13, 2019
−Removed: April 15 and October 15
−Removed: October 3, 2019
−Removed: April 15, 2049
+Added: $ 650.0 ( 6.9 ) ( 8.7 ) January 15 and July 15 June 13, 2019 December 15, 2024
+Added: 2.400 % Notes
+Added: $ 750.0 ( 5.0 ) — March 15 and September 15 January 10, 2020 February 15, 2025
+Added: 1.375 % Notes (7)
+Added: $ 610.8 ( 6.7 ) ( 7.6 ) April 4 April 6, 2017 January 4, 2025
+Added: 4.000 % Notes
+Added: $ 750.0 ( 5.7 ) ( 6.8 ) June 1 and December 1 May 7, 2015 March 1, 2025
+Added: 1.300 % Notes
+Added: $ 500.0 ( 4.6 ) — March 15 and September 15 June 3, 2020 August 15, 2025
+Added: 4.400 % Notes
+Added: $ 500.0 ( 2.9 ) ( 3.4 ) February 15 and August 15 January 12, 2016 November 15, 2025
+Added: 1.950 % Notes (7)
+Added: $ 610.8 ( 5.6 ) ( 6.2 ) May 22 May 22, 2018 February 22, 2026
+Added: 3.375 % Notes
+Added: $ 1,000.0 ( 10.5 ) ( 12.1 ) April 15 and October 15 May 13, 2016 July 15, 2026
+Added: 3.125 % Notes
+Added: $ 400.0 ( 2.1 ) ( 2.4 ) January 15 and July 15 September 30, 2016 October 15, 2026
+Added: 2.750 % Notes
+Added: $ 750.0 ( 5.7 ) ( 6.5 ) January 15 and July 15 October 3, 2019 November 15, 2026
+Added: $ 750.0 ( 5.2 ) ( 5.9 ) January 15 and July 15 June 30, 2017 April 15, 2027
+Added: 0.500 % Notes (7)
+Added: $ 916.2 ( 8.8 ) — January 15 September 10, 2020 October 15, 2027
+Added: 3.600 % Notes
+Added: $ 700.0 ( 6.6 ) ( 7.4 ) January 15 and July 15 December 8, 2017 October 15, 2027
+Added: 1.500 % Notes
+Added: $ 650.0 ( 4.9 ) — January 31 and July 31 November 20, 2020 November 30, 2027
+Added: 3.950 % Notes
+Added: $ 600.0 ( 9.4 ) ( 10.4 ) March 15 and September 15 March 15, 2019 December 15, 2028
+Added: 3.800 % Notes
+Added: $ 1,650.0 ( 16.5 ) ( 18.3 ) February 15 and August 15 June 13, 2019 May 15, 2029
+Added: 2.900 % Notes
+Added: $ 750.0 ( 8.3 ) — January 15 and July 15 January 10, 2020 October 15, 2029
+Added: 2.100 % Notes
+Added: $ 750.0 ( 9.8 ) — June 15 and December 15 June 3, 2020 March 15, 2030
+Added: 1.875 % Notes
+Added: $ 800.0 ( 9.5 ) — April 15 and October 15 September 28, 2020 July 15, 2030
+Added: 1.000 % Notes (7)
+Added: $ 794.0 ( 7.9 ) — January 15 September 10, 2020 October 15, 2031
+Added: 3.700 % Notes
+Added: $ 600.0 ( 8.1 ) ( 8.2 ) April 15 and October 15 October 3, 2019 April 15, 2049
+Added: 3.100 % Notes (8)
+Added: $ 1,050.0 ( 12.3 ) — June 15 and December 15 June 3, 2020 December 15, 2049
+Added: 2.950 % Notes
+Added: $ 550.0 ( 11.8 ) — January 15 and July 15 November 20, 2020 July 15, 2050
_______________
(1) Includes unamortized discounts, premiums and debt issuance costs and fair value adjustments due to interest rate swaps.
−Removed: Interest payments are due semi-annually for each series of senior notes, except for the 1.375 % Notes and the 1.950 % Notes, for which interest payments are due annually.
+Added: (2) Interest payments are due semi-annually for each series of senior notes, except for the 1.375 % Notes, the 1.950 % Notes, the 0.500 % Notes and the 1.000 % Notes, for which interest payments are due annually.
+Added: (3) The Company 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 the Company redeems the notes on or after the par call date, the Company will not be required to pay a make-whole premium.
−Removed: The 5.900 % Notes were repaid on January 15, 2020.
−Removed: For more information, see note 24.
(4) Includes $ 6.3 million and ($ 5.9 ) million fair value adjustment due to interest rate swaps in 2020 and 2019, respectively.
3 unchanged sentences
(7) Notes are denominated in EUR.
+Added: (8) The original issue date for the Initial 3.100 % Notes was June 3, 2020.
+Added: The issue date for the Reopened 3.100 % Notes was September 28, 2020.
The Company may redeem each series of senior notes at any time, subject to the terms of the applicable supplemental indenture, in whole or in part, at a redemption price equal to 100 % of the principal amount of the notes plus a make-whole premium, as applicable, together with accrued interest to the redemption date.
−Removed: In addition, if the Company undergoes a change of control and corresponding ratings decline, each as defined in the applicable supplemental indenture, it may be required to repurchase all of the applicable 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.
−Removed: The notes rank equally with all of the Company’s other senior unsecured debt and are structurally subordinated to all existing and future indebtedness and other obligations of its subsidiaries.
−Removed: Each applicable supplemental indenture for the notes contains certain covenants that restrict the Company’s ability to merge, consolidate or sell assets and its (together with its subsidiaries’) ability to incur liens.
−Removed: These covenants are subject to a number of exceptions, including that the Company and its subsidiaries may incur certain liens on assets, mortgages or other liens securing
+Added: In addition, if the Company undergoes a change
AMERICAN TOWER CORPORATION AND SUBSIDIARIES
1 unchanged sentence
(Tabular amounts in millions, unless otherwise disclosed)
−Removed: indebtedness if the aggregate amount of indebtedness secured by such liens does not exceed 3.5 x Adjusted EBITDA, as defined in the applicable supplemental indenture.
+Added: of control and corresponding ratings decline, each as defined in the applicable supplemental indenture, it may be required to repurchase all of the applicable 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.
+Added: The Notes rank equally with all of the Company’s other senior unsecured debt and are structurally subordinated to all existing and future indebtedness and other obligations of its subsidiaries.
+Added: Each applicable supplemental indenture for the Notes contains certain covenants that restrict the Company’s ability to merge, consolidate or sell assets and its (together with its subsidiaries’) ability to incur liens.
+Added: These covenants are subject to a number of exceptions, including that the Company and its 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 3.5 x Adjusted EBITDA, as defined in the applicable supplemental indenture.
As of December 31, 2020, the Company was in compliance with each of these covenants.
6 unchanged sentences
American Tower Secured Revenue Notes, Series 2015-1, Class A and Series 2015-2, Class A —In May 2015, GTP Acquisition Partners I, LLC (“GTP Acquisition Partners”), one of the Company’s wholly owned subsidiaries, refinanced existing debt with cash on hand and proceeds from a private issuance (the “2015 Securitization”) of $ 350.0 million of American Tower Secured Revenue Notes, Series 2015-1, Class A (the “Series 2015-1 Notes”) and $ 525.0 million of 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”).
−Removed: The 2015 Notes are secured by (i) mortgages, deeds of trust and deeds to secure debt on substantially all of the 3,542 communications sites (the “2015 Secured Sites”) owned by GTP Acquisition Partners and its subsidiaries (the “GTP Entities”) and their operating cash flows, (ii) a security interest in substantially all of the personal property and fixtures of the GTP Entities, including GTP Acquisition Partners’ equity interests in its subsidiaries and (iii) the rights of the GTP Entities under a management agreement.
−Removed: American Tower Holding Sub II, LLC, whose only material assets are its equity interests in GTP Acquisition Partners, has guaranteed repayment of the 2015 Notes and pledged its equity interests in GTP Acquisition Partners as security for such payment obligations.
−Removed: The 2015 Notes were issued by GTP Acquisition Partners pursuant to a Third Amended and Restated Indenture and related series supplements, each dated as of May 29, 2015 (collectively, the “2015 Indenture”), between the GTP Entities and The Bank of New York Mellon, as trustee.
+Added: The 2015 Notes were issued by GTP Acquisition Partners pursuant to a Third Amended and Restated Indenture and related series supplements, each dated as of May 29, 2015 (collectively, the “2015 Indenture”), between GTP Acquisition Partners and its subsidiaries (the “GTP Entities”) and The Bank of New York Mellon, as trustee.
The effective weighted average life and interest rate of the 2015 Notes was 8.1 years and 3.029 %, respectively, as of the date of issuance.
+Added: Repayment of Series 2015-1 Notes —On the June 2020 payment date, the Company 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: The outstanding Series 2015-2 Notes are secured by (i) mortgages, deeds of trust and deeds to secure debt on substantially all of the 3,538 communications sites (the “2015 Secured Sites”) owned by the GTP Entities and their operating cash flows, (ii) a security interest in substantially all of the personal property and fixtures of the GTP Entities, including GTP Acquisition Partners’ equity interests in its subsidiaries and (iii) the rights of the GTP Entities under a management agreement.
+Added: American Tower Holding Sub II, LLC, whose only material assets are its equity interests in GTP Acquisition Partners, has guaranteed repayment of the Series 2015-2 Notes and pledged its equity interests in GTP Acquisition Partners as security for such payment obligations.
Secured Tower Revenue Securities, Series 2013-2A , Secured Tower Revenue Securities, Series 2018-1, Subclass A and Series 2018-1, Subclass R —On March 29, 2018, the Company completed a securitization transaction (the “2018 Securitization”), in which the American Tower Trust I (the “Trust”) issued $ 500.0 million aggregate principal amount of Secured Tower Revenue Securities, Series 2018-1, Subclass A (the “Series 2018-1A Securities”).
1 unchanged sentence
The Secured Tower Revenue Securities, Series 2013-2A (the “Series 2013-2A Securities” and, together with the 2018 Securities the “Trust Securities”) issued in a securitization transaction in March 2013 (the “2013 Securitization” and, together with the 2018 Securitization, the “Trust Securitizations”) remain outstanding and are subject to the terms of the Second Amended and Restated Trust and Servicing Agreement entered into in connection with the 2018 Securitization.
+Added: AMERICAN TOWER CORPORATION AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: (Tabular amounts in millions, unless otherwise disclosed)
The assets of the Trust consist of a nonrecourse loan (the “Loan”) made by the Trust to American Tower Asset Sub, LLC and American Tower Asset Sub II, LLC (together, the “AMT Asset Subs”).
The AMT Asset Subs are jointly and severally liable under the Loan, which is secured primarily by mortgages on the AMT Asset Subs’ interests in 5,114 broadcast and wireless communications towers and related assets (the “Trust Sites”).
−Removed: The component of the Loan corresponding to the Series 2013-2A Securities also remains outstanding and is subject to the terms of the Second Amended and Restated Loan and Security Agreement among the Trust and the AMT Asset Subs, dated as of March 29, 2018 (“Loan Agreement”).
+Added: The component of the Loan corresponding to the Series 2013-2A Securities also remains outstanding and is subject to the terms of the Second Amended and Restated Loan and Security Agreement among the Trust and the AMT Asset Subs, dated as of March 29, 2018 (the “Loan Agreement”).
The Loan Agreement includes terms and conditions, including with respect to secured assets, substantially consistent with the First Amended and Restated Loan and Security Agreement dated as of March 15, 2013.
3 unchanged sentences
The 2018 Securities have an expected life of approximately ten years with a final repayment date in March 2048.
−Removed: Subject to certain limited exceptions described below, no payments of principal will be
−Removed: AMERICAN TOWER CORPORATION AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: (Tabular amounts in millions, unless otherwise disclosed)
−Removed: required to be made on the components of the Loan corresponding to the 2018 Securities prior to the monthly payment date in March 2028, which is the anticipated repayment date for such components.
+Added: Subject to certain limited exceptions described below, no payments of principal will be required to be made on the components of the Loan corresponding to the 2018 Securities prior to the monthly payment date in March 2028, which is the anticipated repayment date for such components.
The Loan is secured by (1) mortgages, deeds of trust and deeds to secure debt on substantially all of the Trust Sites and their operating cash flows, (2) a security interest in substantially all of the AMT Asset Subs’ personal property and fixtures and (3) the AMT Asset Subs’ rights under that certain management agreement among the AMT Asset Subs and SpectraSite Communications, LLC entered into in March 2013.
American Tower Holding Sub, LLC (the “Guarantor”), whose only material assets are its equity interests in each of the AMT Asset Subs, and American Tower Guarantor Sub, LLC whose only material asset is its equity interests in the Guarantor, have each guaranteed repayment of the Loan and pledged their equity interests in their respective subsidiary or subsidiaries as security for such payment obligations.
−Removed: Under the terms of the Loan Agreement and 2015 Indenture, amounts due will be paid from the cash flows generated by the Trust Sites or the 2015 Secured Sites, respectively, which must be deposited into certain reserve accounts, and thereafter distributed solely pursuant to the terms of the Loan Agreement or 2015 Indenture, as applicable.
+Added: Under the terms of the Loan Agreement and the 2015 Indenture, amounts due will be paid from the cash flows generated by the Trust Sites or the 2015 Secured Sites, respectively, which must be deposited into certain reserve accounts, and thereafter distributed solely pursuant to the terms of the Loan Agreement or 2015 Indenture, as applicable.
On a monthly basis, after payment of all required amounts under the Loan Agreement or 2015 Indenture, as applicable, including interest payments, subject to the conditions described below, the excess cash flows generated from the operation of such assets are released to the AMT Asset Subs or GTP Acquisition Partners, as applicable, which can then be distributed to, and used by, the Company.
4 unchanged sentences
With respect to the Trust Securities, an “amortization period” also commences if, on the anticipated repayment date the component of the Loan corresponding to the applicable subclass of the Trust Securities has not been repaid in full, provided that such amortization period shall apply with respect to such component that has not been repaid in full.
−Removed: If either series of the 2015 Notes have not been repaid in full on the applicable anticipated repayment date, additional interest will accrue on the unpaid principal balance of the applicable series of the 2015 Notes, and such series will begin to amortize on a monthly basis from excess cash flow.
−Removed: During an amortization period, all excess cash flow and any amounts in the applicable Cash Trap Reserve Account would be applied to pay the principal of the Loan or the 2015 Notes, as applicable, on each monthly payment date.
−Removed: The Loan and the 2015 Notes may be prepaid in whole or in part at any time, provided such payment is accompanied by the applicable prepayment consideration.
−Removed: If the prepayment occurs within 12 months of the anticipated repayment date with respect to the Series 2015-1 Notes, 18 months of the anticipated repayment date with respect to the Series 2013-2A Securities or the Series 2015-2 Notes, or 36 months of the anticipated repayment date with respect to the Series 2018 Securities, no prepayment consideration is due.
+Added: If the Series 2015-2 Notes have not been repaid in full on the applicable anticipated repayment date, additional interest will accrue on the unpaid principal balance of the Series 2015-2 Notes, and such notes will begin to amortize on a monthly basis from excess cash flow.
+Added: During an amortization period, all excess cash flow and any amounts in the applicable Cash Trap Reserve Account would be applied to pay the principal of the Loan or the Series 2015-2 Notes, as applicable, on each monthly payment date.
+Added: The Loan and the Series 2015-2 Notes may be prepaid in whole or in part at any time, provided such payment is accompanied by the applicable prepayment consideration.
+Added: If the prepayment occurs within 18 months of the anticipated repayment date with respect to the Series 2013-2A Securities or the Series 2015-2 Notes, or 36 months of the anticipated repayment date with respect to the Series 2018 Securities, no prepayment consideration is due.
+Added: AMERICAN TOWER CORPORATION AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: (Tabular amounts in millions, unless otherwise disclosed)
The Loan Agreement and the 2015 Indenture include operating covenants and other restrictions customary for transactions subject to rated securitizations.
3 unchanged sentences
A failure to comply with the covenants in the Loan Agreement or the 2015 Indenture could prevent the AMT Asset Subs or GTP Acquisition Partners, as applicable, from distributing excess cash flow to the Company.
−Removed: Furthermore, if the AMT Asset Subs or GTP Acquisition Partners were to default on the Loan or a series of the 2015 Notes, the applicable trustee may seek to foreclose
−Removed: AMERICAN TOWER CORPORATION AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: (Tabular amounts in millions, unless otherwise disclosed)
−Removed: upon or otherwise convert the ownership of all or any portion of the Trust Sites or the 2015 Secured Sites, respectively, in which case the Company could lose the revenue associated with those assets.
−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.
+Added: Furthermore, if the AMT Asset Subs or GTP Acquisition Partners were to default on the Loan or the Series 2015-2 Notes, the applicable trustee may seek to foreclose upon or otherwise convert the ownership of all or any portion of the Trust Sites or the 2015 Secured Sites, respectively, in which case the Company could lose the revenue associated with those assets.
+Added: With respect to the Series 2015-2 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 the Series 2015-2 Notes, declare such notes immediately due and payable, in which case any excess cash flow would need to be used to pay holders of such notes.
Further, under the Loan Agreement and the 2015 Indenture, the AMT Asset Subs or GTP Acquisition Partners, respectively, are required to maintain reserve accounts, including for ground rents, real estate and personal property taxes and insurance premiums, and, under the 2015 Indenture and in certain circumstances under the Loan Agreement, to reserve a portion of advance rents from tenants on the Trust Sites.
4 unchanged sentences
Generally, the working capital facilities are payable on demand prior to maturity.
−Removed: During the year ended December 31, 2019, the Company repaid all remaining debt assumed in connection with the Viom Acquisition and debt entered into by ATC TIPL.
Amounts outstanding and key terms of the India indebtedness consisted of the following as of December 31, 2020 (in millions, except percentages):
−Removed: Amount Outstanding (INR)
−Removed: Amount Outstanding (USD)
−Removed: Interest Rate (Range)
−Removed: Maturity Date (Range)
+Added: Amount Outstanding (INR) Amount Outstanding (USD) Interest Rate (Range) Maturity Date (Range)
Working capital facilities (1)
2 unchanged sentences
_______________
−Removed: 5.6 billion INR ( $ 78.9 million ) of borrowing capacity as of December 31, 2019.
−Removed: Other Subsidiary Debt — The Company’s other subsidiary debt includes (i) a credit facility entered into by one of the Company’s South African subsidiaries in December 2015, as amended (the “South African Credit Facility”), (ii) a long-term credit facility entered into by one of the Company’s Colombian subsidiaries in October 2014 (the “Colombian Credit Facility”), (iii) a credit facility entered into by one of the Company’s Brazilian subsidiaries in December 2014 (the “Brazil Credit Facility”) with Banco Nacional de Desenvolvimento Econômico e Social, (iv) a note entered into by one of the Company’s subsidiaries in October 2018 in connection with the acquisition of sites in Kenya (the “Kenya Debt”), (v) U.S.
+Added: (1) 5.6 billion Indian Rupees (“INR”) ($ 76.9 million) of borrowing capacity as of December 31, 2020.
+Added: Other Subsidiary Debt — The Company’s other subsidiary debt as of December 31, 2020 includes (i) a long-term credit facility entered into by one of the Company’s Colombian subsidiaries in October 2014 (the “Colombian Credit Facility”), (ii) a note entered into by one of the Company’s subsidiaries in October 2018 in connection with the acquisition of sites in Kenya (the “Kenya Debt”), and (iii) U.S.
subsidiary debt related to a seller-financed acquisition (the “U.S.
−Removed: Subsidiary Debt”) and (vi) debt entered into by certain Eaton Towers subsidiaries acquired in connection with the Eaton Towers Acquisition (the “Eaton Towers Debt”).
−Removed: Amounts outstanding and key terms of other subsidiary debt consisted of the following as of December 31, (in millions, except percentages):
+Added: Subsidiary Debt”).
+Added: As of December 31, 2019, other subsidiary debt also included (i) a credit facility entered into by one of the Company’s South African subsidiaries in December 2015, as amended (the “South African Credit Facility”), (ii) a credit facility entered into by one of the Company’s Brazilian subsidiaries in December 2014 (the “Brazil Credit Facility”) with Banco Nacional de Desenvolvimento Econômico e Social and (iii) the Eaton Towers Debt.
AMERICAN TOWER CORPORATION AND SUBSIDIARIES
1 unchanged sentence
(Tabular amounts in millions, unless otherwise disclosed)
−Removed: Carrying Value
−Removed: (Denominated Currency) (1)
+Added: Amounts outstanding and key terms of other subsidiary debt consisted of the following as of December 31, (in millions, except percentages):
Carrying Value
−Removed: Interest Rate
−Removed: Maturity Date
−Removed: South African Credit Facility (2)
−Removed: December 17, 2020
−Removed: Colombian Credit Facility (3)
−Removed: April 24, 2021
−Removed: Brazil Credit Facility (4)
−Removed: January 15, 2022
−Removed: Kenya Debt (5)
−Removed: October 1, 2021
−Removed: Subsidiary Debt (6)
−Removed: January 1, 2022
+Added: (Denominated Currency) (1) Carrying Value
+Added: (USD) (1) Interest Rate Maturity Date
+Added: 2020 2019 2020 2019
+Added: South African Credit Facility (2) — 288.7 $ — $ 20.6 N/A N/A
+Added: Colombian Credit Facility (3) 40,000.0 79,647.3 $ 11.6 $ 24.3 8.45 % April 24, 2021
+Added: Brazil Credit Facility (4) — 65.4 $ — $ 16.2 Various January 15, 2022
+Added: Kenya Debt (5) 20.1 29.6 $ 20.1 $ 29.6 8.00 % October 1, 2021
+Added: Subsidiary Debt (6) 1.2 1.9 $ 1.2 $ 1.9 — % January 1, 2022
Eaton Towers Debt (7):
−Removed: USD Denominated (8)
−Removed: EUR Denominated
−Removed: XOF Denominated
−Removed: KES Denominated (8)
+Added: USD Denominated — 238.8 $ — $ 238.8 N/A N/A
+Added: EUR Denominated — 26.2 $ — $ 29.5 N/A N/A
+Added: XOF Denominated — 16,836.8 $ — $ 28.8 N/A N/A
+Added: KES Denominated — 3,319.2 $ — $ 32.7 N/A N/A
_______________
2 unchanged sentences
On December 23, 2016, the borrower borrowed an additional 500.0 million ZAR.
−Removed: Debt accrues interest at a variable rate.
−Removed: The borrower no longer maintains the ability to draw on the South African Credit Facility.
+Added: Debt accrued interest at a variable rate.
+Added: On the December 17, 2020 maturity date, the Company repaid all outstanding amounts under the South African Credit Facility.
(3) Denominated in COP, with an original principal amount of 200.0 billion COP.
3 unchanged sentences
(4) Denominated in BRL, with an original principal amount of 271.0 million BRL.
−Removed: Debt accrues interest at a variable rate.
−Removed: The borrower no longer maintains the ability to draw on the Brazil Credit Facility.
+Added: Debt accrued interest at a variable rate.
+Added: On March 6, 2020, the Company repaid all outstanding amounts under the Brazil Credit Facility.
(5) Denominated in USD, with an original principal amount of $ 51.8 million.
−Removed: The loan agreement for the Kenya Debt requires that the debt be paid either (i) in future installments subject to the satisfaction of specified conditions or (ii) three years from the note origination date.
+Added: The loan agreement for the Kenya Debt requires that the debt be paid either (i) in future installments subject to the satisfaction of specified conditions or (ii) three years from the note origination date with an optional two year extension.
(6) Related to a seller-financed acquisition.
2 unchanged sentences
Denominated in multiple currencies, including USD, EUR, KES and XOF.
−Removed: Amounts shown represent principal outstanding as of December 31, 2019 .
−Removed: Subsequent to December 31, 2019, the Company repaid all of the outstanding USD denominated and KES denominated debt.
−Removed: Pursuant to the agreements governing the South African Credit Facility and the Colombian Credit Facility, payments of principal and interest are generally payable quarterly in arrears.
+Added: During the year ended December 31, 2020, the Company repaid all of the outstanding Eaton Towers Debt.
+Added: Pursuant to the agreement governing the Colombian Credit Facility, payments of principal and interest are generally payable quarterly in arrears.
Outstanding principal and accrued but unpaid interest will be due and payable in full at maturity.
−Removed: The South African Credit Facility may be prepaid in whole or in part without prepayment consideration.
The Colombian Credit Facility may be prepaid in whole or in part at any time, subject to certain limitations and prepayment consideration.
−Removed: The South African Credit Facility, the Colombian Credit Facility and the Brazil Credit Facility are secured by, among other things, liens on towers owned by the applicable borrower.
+Added: The Colombian Credit Facility is secured by, among other things, liens on towers owned by the applicable borrower.
Each of the agreements governing the other subsidiary debt contains contractual covenants and other restrictions.
Failure to comply with certain of the financial and operating covenants could constitute a default under the applicable debt agreement, which could result in, among other things, the amounts outstanding, including all accrued interest and unpaid fees, becoming immediately due and payable.
−Removed: Shareholder Loan — On June 14, 2019, the Company purchased the remaining 294.4 million GHS ( $ 56.8 million ) of principal outstanding under the Ghana loan, plus unpaid interest.
−Removed: Amounts under the loan are now owed to one of the Company’s subsidiaries and, as a result, are eliminated in consolidation as of the purchase date.
−Removed: Finance and Capital Lease Obligations —The Company’s finance and capital lease obligations approximated $ 30.7 million and $ 179.5 million as of December 31, 2019 and 2018, respectively.
−Removed: Finance lease obligations are described further in note 4.
+Added: InSite Debt — The InSite Debt includes securitizations entered into by certain InSite subsidiaries.
+Added: The Company acquired this debt in connection with the InSite Acquisition.
+Added: The InSite Debt was recorded at fair value upon acquisition.
+Added: On January 15, 2021, the Company 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: The Company 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.
AMERICAN TOWER CORPORATION AND SUBSIDIARIES
1 unchanged sentence
(Tabular amounts in millions, unless otherwise disclosed)
+Added: As of December 31, 2020, the key terms were as follows:
+Added: Carrying Value Interest Rate Maturity Date
+Added: 2016-1 Securitized Debt (1)
+Added: Series 2016-1A Class A $ 218.0 $ — 2.883 % November 15, 2023
+Added: Series 2016-1A Class B 22.4 — 4.557 % November 15, 2023
+Added: Series 2016-1A Class C 75.7 — 6.414 % November 15, 2023
+Added: 2018-1 Securitized Debt (2)
+Added: Series 2018-1A Class A 235.4 — 4.103 % December 15, 2025
+Added: Series 2018-1A Class B 60.5 — 4.844 % December 15, 2025
+Added: Series 2018-1A Class C 22.8 — 6.115 % December 15, 2025
+Added: 2020-1 Securitized Debt (3)
+Added: Series 2020-1A Class A 121.5 — 1.496 % September 15, 2025
+Added: Series 2020-1A Class B 21.7 — 2.488 % September 15, 2025
+Added: Series 2020-1A Class C 22.0 — 4.213 % September 15, 2025
+Added: Total InSite Debt $ 800.0 $ —
+Added: _______________
+Added: (1) Maturity dates reflect the anticipated repayment dates;
+Added: final legal maturity is November 15, 2046.
+Added: (2) Maturity dates reflect the anticipated repayment dates;
+Added: final legal maturity is December 15, 2048.
+Added: (3) Maturity dates reflect the anticipated repayment dates;
+Added: final legal maturity is September 15, 2050.
+Added: Finance Lease Obligations —The Company’s finance lease obligations appro ximated $ 27.9 million and $ 30.7 million as of December 31, 2020 and 2019, respective ly.
+Added: Finance lease obligations are described further in note 4.
Maturities — Aggregate principal maturities of long-term debt, including finance leases, for the next five years and thereafter are expected to be:
+Added: Fiscal Year Amount
+Added: Thereafter 14,331.5
Total cash obligations 29,462.7
3 unchanged sentences
Other non-current liabilities consisted of the following:
−Removed: December 31, 2019
−Removed: December 31, 2018
−Removed: Deferred rent liability
+Added: December 31, 2020 December 31, 2019
Unearned revenue $ 576.1 $ 525.9
1 unchanged sentence
Other non-current liabilities $ 984.6 $ 937.0
−Removed: The reduction in Deferred rent liability is a result of the Company’s adoption of the new lease accounting standard.
+Added: AMERICAN TOWER CORPORATION AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: (Tabular amounts in millions, unless otherwise disclosed)
ASSET RETIREMENT OBLIGATIONS
1 unchanged sentence
Beginning balance as of January 1, $ 1,384.1 $ 1,210.0
+Added: Additions 94.2 61.8
Accretion expense 90.8 81.6
Revisions in estimates (1) 8.3 56.8
+Added: Settlements ( 6.1 ) ( 26.1 )
Balance as of December 31, $ 1,571.3 $ 1,384.1
2 unchanged sentences
As of December 31, 2020, the estimated undiscounted future cash outlay for asset retirement obligations was $ 3.7 billion.
−Removed: AMERICAN TOWER CORPORATION AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: (Tabular amounts in millions, unless otherwise disclosed)
FAIR VALUE MEASUREMENTS
1 unchanged sentence
Below are the three levels of inputs that may be used to measure fair value:
−Removed: Quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date.
−Removed: Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities;
+Added: Level 1 Quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date.
+Added: Level 2 Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities;
quoted prices in markets that are not active;
or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
−Removed: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.
+Added: Level 3 Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.
Items Measured at Fair Value on a Recurring Basis — The fair values of the Company’s financial assets and liabilities that are required to be measured on a recurring basis at fair value were as follows:
−Removed: December 31, 2019
−Removed: December 31, 2018
−Removed: Fair Value Measurements Using
−Removed: Fair Value Measurements Using
+Added: December 31, 2020 December 31, 2019
+Added: Fair Value Measurements Using Fair Value Measurements Using
+Added: Level 1 Level 2 Level 3 Level 1 Level 2 Level 3
Interest rate swap agreements — $ 29.2 — — $ 9.0 —
2 unchanged sentences
Fair value of debt related to interest rate swap agreements (1) $ 31.4 — — $ 3.3 — —
−Removed: Redeemable noncontrolling interests (2)
_______________
(1) Included in the carrying values of the corresponding debt obligations.
−Removed: Includes the redeemable noncontrolling interest in ATC TIPL and $ 523.0 million related to the Company’s agreement with MTN to acquire MTN’s noncontrolling interests in each of the Company’s joint ventures in Ghana and Uganda.
−Removed: The transaction is expected to close in the first quarter of 2020, subject to regulatory approval and other closing conditions.
Interest Rate Swap Agreements
1 unchanged sentence
For derivative instruments that are designated and qualify as fair value hedges, changes in the value of the derivatives are recognized in the consolidated statements of operations in the current period, along with the offsetting gain or loss on the hedged item attributable to the hedged risk.
−Removed: For derivative instruments that are designated and qualify as cash flow hedges, the Company records the change in fair value for the effective portion of the cash flow hedges in AOCL in the consolidated balance sheets and reclassifies a portion of the value from AOCL into Interest expense on a quarterly basis as the cash flows from the hedged item affects earnings.
+Added: For derivative instruments that are designated and qualify as cash flow hedges, the Company records the change in fair value for the effective portion of the cash flow hedges in AOCL in the consolidated balance sheets and reclassifies a portion of the value from AOCL into Interest expense on a quarterly basis as the cash flows from the hedged item
+Added: AMERICAN TOWER CORPORATION AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: (Tabular amounts in millions, unless otherwise disclosed)
+Added: affects earnings.
The Company records the settlement of interest rate swap agreements in (Loss) gain on retirement of long-term obligations in the consolidated statements of operations in the period in which the settlement occurs.
2 unchanged sentences
The interest rate swap agreements require the Company to pay interest at a variable interest rate of one-month LIBOR plus applicable spreads and to receive fixed interest at a rate of 3.000 % through June 15, 2023.
−Removed: AMERICAN TOWER CORPORATION AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: (Tabular amounts in millions, unless otherwise disclosed)
The Company entered into three interest rate swap agreements with an aggregate notional value of $ 600.0 million related to the 2.250 % senior unsecured notes due 2022 (the “ 2.250 % Notes”).
1 unchanged sentence
The interest rate swap agreements require the Company to pay interest at a variable interest rate of one-month LIBOR plus applicable spreads and to receive fixed interest at a rate of 2.250 % through January 15, 2022.
+Added: The fair value of the U.S.
+Added: interest rate swap asset of $ 29.2 million was included in Other non-current assets on the consolidated balance sheets at December 31, 2020.
The fair values of the U.S.
1 unchanged sentence
interest rate swap liability of $ 7.4 million were included in Other non-current assets and Other non-current liabilities, respectively, on the consolidated balance sheets at December 31, 2019.
−Removed: The fair value of the U.S.
−Removed: interest rate swap liability of $ 33.5 million was included in Other non-current liabilities on the consolidated balance sheets at December 31, 2018 .
During the year ended December 31, 2020, the Company recorded net fair value adjustments of $ 0.4 million related to interest rate swaps and the change in fair value of debt due to interest rate swaps in Other expense in the consolidated statements of operations.
2 unchanged sentences
The Colombia Interest Rate Swap requires the payment of a fixed interest rate of 5.37 % and pays variable interest at the three-month Inter-bank Rate through the earlier of termination of the underlying debt or April 24, 2021.
−Removed: On October 24, 2019, the aggregate notional amount of the Colombia Interest Rate Swap was increased by 20.0 billion COP ( $ 5.9 million ) and the fixed interest rate was decreased to 5.37 % .
As of December 31, 2020, the aggregate notional amount of the Colombia Interest Rate Swap was 30.0 billion COP ($ 8.7 million).
−Removed: The fair value of the Colombia Interest Rate Swap as of December 31, 2019 and 2018 was $ 0.1 million and $ 0.3 million , respectively, and was included in Other non-current liabilities on the consolidated balance sheets.
+Added: The fair value of the Colombia Interest Rate Swap as of December 31, 2020 and 2019 was less than $ 0.1 million and $ 0.1 million, respectively, and was included in Other non-current liabilities on the consolidated balance sheets.
Embedded Derivative in Lease Agreement
2 unchanged sentences
CPI was $ 14.6 million at the date of acquisition and was recorded in Notes receivable and other non-current assets on the consolidated balance sheets.
−Removed: The fair value of the Company’s embedded derivative is determined using a discounted cash flow approach, which takes into consideration Level 3 unobservable inputs, including expected future cash flows over the period in which the associated payment is expected to be received and applies a discount factor that captures uncertainties in the future periods associated with the expected payment.
−Removed: During the year ended December 31, 2019 , the Company recorded $ 0.8 million of fair value adjustments, which were recorded in Other expense in the consolidated statements of operations.
+Added: During the year ended December 31, 2020, the Company recorded an adjustment to the embedded derivative of $ 10.2 million, which is included in Other income (expense) in the consolidated statements of operations.
+Added: As of December 31, 2020, the Company had no embedded derivatives outstanding.
Redeemable Noncontrolling Interests
The Company records the carrying amount of the redeemable noncontrolling interests as described in note 15.
−Removed: The fair value of the redeemable noncontrolling interests is determined using a discounted cash flow approach, which takes into consideration Level 3 unobservable inputs, including expected future cash flows and applies a discount factor that captures uncertainties in the future periods.
−Removed: If required, the Company adjusts the redeemable noncontrolling interests to redemption value on each balance sheet date with changes in redemption value recognized as an adjustment to net income (loss) attributable to noncontrolling interests.
−Removed: The recurring Level 3 fair value measurements of the Company’s embedded derivative in lease agreement, acquisition-related contingent consideration and redeemable noncontrolling interests include the following significant unobservable inputs as of December 31, 2019 :
−Removed: Significant Unobservable Input
−Removed: Embedded derivative in lease agreement
−Removed: Discount rate
−Removed: Redeemable noncontrolling interests (1)
−Removed: Revenue growth
−Removed: Long-term growth rate
−Removed: _______________
−Removed: Represents the significant unobservable inputs used to measure the fair value of the Company’s redeemable noncontrolling interest in ATC TIPL as of December 31, 2019.
−Removed: AMERICAN TOWER CORPORATION AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: (Tabular amounts in millions, unless otherwise disclosed)
Items Measured at Fair Value on a Nonrecurring Basis
5 unchanged sentences
There were no other items measured at fair value on a nonrecurring basis during the year ended December 31, 2020.
−Removed: Fair Value of Financial Instruments —The Company’s financial instruments for which the carrying value reasonably approximates fair value at December 31, 2019 and 2018 include cash and cash equivalents, restricted cash, accounts receivable and accounts payable.
+Added: Fair Value of Financial Instruments —The Company’s financial instruments for which the carrying value reasonably approximates fair value at December 31, 2020 and 2019 include cash and cash equivalents, restricted cash, accounts receivable
+Added: AMERICAN TOWER CORPORATION AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: (Tabular amounts in millions, unless otherwise disclosed)
+Added: and accounts payable.
The Company’s estimates of fair value of its long-term obligations, including the current portion, are based primarily upon reported market values.
9 unchanged sentences
Year Ended December 31,
−Removed: Income tax benefit (provision)
+Added: 2020 2019 2018
+Added: Federal $ 8.7 $ ( 1.7 ) $ ( 1.4 )
+Added: State ( 10.7 ) ( 5.0 ) ( 1.8 )
+Added: Foreign ( 150.1 ) ( 48.2 ) ( 189.7 )
+Added: Federal ( 1.0 ) 1.4 4.0
+Added: State ( 1.0 ) 0.5 0.7
+Added: Foreign 24.5 53.2 298.3
+Added: Income tax (provision) benefit $ ( 129.6 ) $ 0.2 $ 110.1
The effective tax rate (“ETR”) on income from continuing operations for the years ended December 31, 2020, 2019 and 2018 differs from the federal statutory rate primarily due to the Company’s qualification for taxation as a REIT, as well as adjustments for state and foreign items.
As a REIT, the Company may deduct earnings distributed to stockholders against the income generated by its REIT operations.
−Removed: In addition, the Company is able to offset certain income by utilizing its NOLs, subject to specified limitations.
+Added: In addition, the Company is able to offset certain income by utilizing its remaining NOLs, subject to specified limitations.
In 2019, there was an income tax law change in India that allows companies to elect into an optional concessional tax regime.
−Removed: The new regime allows for a lower effective tax rate from approximately 35% to approximately 25% and no minimum
+Added: The new regime allows for a lower effective tax rate from approximately 35 % to approximately 25 % and no minimum alternative tax, while disallowing the benefit of the minimum alternative tax credits.
+Added: As a result, the Company recorded a $ 113.0 million one-time tax benefit during the year ended December 31, 2019 arising from revaluing its net deferred tax liability.
+Added: In 2018, the income tax benefit was attributable to impairment charges and accelerated amortization on intangible assets taken in India as well as a benefit of $ 85.7 million related to the restructuring of international operations in certain jurisdictions.
+Added: These benefits were partially offset by the receipt of the payment related to the Tata settlement.
AMERICAN TOWER CORPORATION AND SUBSIDIARIES
1 unchanged sentence
(Tabular amounts in millions, unless otherwise disclosed)
−Removed: alternative tax, while disallowing the benefit of the minimum alternative tax credits.
−Removed: As a result, the Company recorded a tax benefit of $ 113.0 million for the year ended December 31, 2019 .
−Removed: In 2018, the income tax benefit was attributable to impairment charges and accelerated amortization on intangible assets taken in India as well as a benefit of $ 85.7 million related to the restructuring of international operations in certain jurisdictions.
−Removed: These benefits were partially offset by the receipt of the payment related to the Tata settlement.
−Removed: In 2015, there was an income tax law change in Ghana that disallowed unused capital allowances to be carried into 2016, which resulted in a charge to income tax expense for the year ended December 31, 2015.
−Removed: In 2017, the Ghana Revenue Authority issued Practice Note Number DT/2016/010 (the “Practice Note”), which clarified the Capital Allowance section of the Income Tax Act of 2015.
−Removed: The Practice Note allowed for unused Capital Allowance from 2015 to be treated as a deduction in 2016.
−Removed: As a result, the Company recorded a tax benefit of $ 17.8 million for the year ended December 31, 2017.
−Removed: The December 2017 legislation commonly referred to as the Tax Cuts and Jobs Act (the “Tax Act”) significantly changed how the U.S.
−Removed: taxes corporations.
−Removed: The Tax Act contained several key provisions including, among other things, a reduction in the corporate income rate from 35% to 21% for tax years beginning after December 31, 2017.
−Removed: As a result of this change in tax rate, the rate at which the Company’s deferred tax assets of the Company’s TRSs decreased, resulting in additional tax expense of $ 2.4 million , which did not significantly impact the Company's effective tax rate.
Reconciliation between the U.S.
1 unchanged sentence
Year Ended December 31,
+Added: 2020 2019 2018
Statutory tax rate 21 % 21 % 21 %
5 unchanged sentences
Impact from restructuring — ( 1 ) ( 6 )
+Added: Changes in valuation allowance ( 1 ) — —
Effective tax rate 7 % ( 0 )% ( 10 ) %
3 unchanged sentences
Year Ended December 31,
+Added: 2020 2019 2018
United States $ 1,683.0 $ 1,527.0 $ 1,212.7
−Removed: AMERICAN TOWER CORPORATION AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: (Tabular amounts in millions, unless otherwise disclosed)
+Added: Foreign 138.1 389.4 ( 58.1 )
+Added: Total $ 1,821.1 $ 1,916.4 $ 1,154.6
The components of the net deferred tax asset and liability and related valuation allowance were as follows:
−Removed: December 31, 2019
−Removed: December 31, 2018
+Added: December 31, 2020 December 31, 2019
Operating lease liability $ 837.1 $ 878.5
5 unchanged sentences
Other accruals and allowances 83.4 65.6
+Added: Nondeductible interest 60.9 15.9
Items not currently deductible and other 65.8 10.2
2 unchanged sentences
Deferred rent ( 92.9 ) ( 79.7 )
+Added: Investment in affiliate (1) ( 60.4 ) —
+Added: Other ( 1.1 ) —
+Added: Subtotal ( 507.9 ) ( 442.3 )
Valuation allowance ( 228.5 ) ( 194.2 )
Net deferred tax liabilities $ ( 736.4 ) $ ( 636.5 )
+Added: _______________
+Added: (1) Includes basis difference associated with investment in subsidiary related to the InSite Acquisition.
The Company provides valuation allowances if, based on the available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized.
−Removed: Management assesses the available evidence to estimate if sufficient future taxable income will be generated to use the existing deferred tax assets.
+Added: Management assesses the available evidence to estimate if sufficient future taxable
+Added: AMERICAN TOWER CORPORATION AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: (Tabular amounts in millions, unless otherwise disclosed)
+Added: income will be generated to use the existing deferred tax assets.
+Added: Valuation allowances may be reversed if, based on changes in facts and circumstances, the net deferred tax assets have been determined to be realizable.
At December 31, 2020 and 2019, the Company has provided a valuation allowance of $ 228.5 million and $ 194.2 million, respectively, which primarily relates to foreign items.
−Removed: The increase in the valuation allowance for the year ending December 31, 2019 is due to uncertainty as to the timing of, and the Company’s ability to recover, net deferred tax assets in certain foreign operations in the foreseeable future, offset by fluctuations in foreign currency exchange rates.
+Added: The increase in the valuation allowance for the year ending December 31, 2020 is due to uncertainty as to the timing of, and the Company’s ability to recover, net deferred tax assets in certain foreign operations in the foreseeable future, offset by reversals and fluctuations in foreign currency exchange rates.
The amount of deferred tax assets considered realizable, however, could be adjusted if objective evidence in the form of cumulative losses is no longer present and additional weight may be given to subjective evidence such as the Company’s projections for growth.
A summary of the activity in the valuation allowance is as follows:
+Added: 2020 2019 2018
Balance as of January 1, $ 194.2 $ 151.9 $ 142.0
Additions (1) 64.7 42.5 15.7
+Added: Usage, expiration and reversals ( 22.0 ) — —
Foreign currency translation ( 8.4 ) ( 0.2 ) ( 5.8 )
5 unchanged sentences
Based on its current outlook of future taxable income during the carryforward period, the Company believes that deferred tax assets, other than those for which a valuation allowance has been recorded, will be realized.
−Removed: Despite a mandatory one-time inclusion in U.S.
−Removed: taxable income of accumulated earnings of foreign subsidiaries under the Tax Act for the year ended December 31, 2017, the Company intends to continue to reinvest foreign earnings indefinitely outside of the U.S.
−Removed: and does not expect to incur any significant additional taxes, including withholding taxes, related to such amounts.
−Removed: AMERICAN TOWER CORPORATION AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: (Tabular amounts in millions, unless otherwise disclosed)
At December 31, 2020, the Company had net federal, state and foreign operating loss carryforwards available to reduce future taxable income.
If not utilized, the Company’s NOLs expire as follows:
−Removed: Years ended December 31,
+Added: Years ended December 31, Federal State Foreign
+Added: 2021 to 2025 $ 141.6 $ 180.2 $ 12.4
+Added: 2026 to 2030 0.0 193.7 85.6
+Added: 2031 to 2035 9.5 48.7 3.5
+Added: 2036 to 2040 61.7 183.0 —
Indefinite carryforward 142.1 47.7 679.5
+Added: Total $ 354.9 $ 653.3 $ 781.0
As of December 31, 2020 and 2019, the total amount of unrecognized tax benefits that would impact the ETR, if recognized, is $ 105.9 million and $ 158.1 million, respectively.
−Removed: The amount of unrecognized tax benefits for the year ended December 31, 2019 includes additions to the Company’s existing tax positions of $ 72.0 million , which includes $ 63.6 million related to the Eaton Towers Acquisition.
+Added: The amount of unrecognized tax benefits for the year ended December 31, 2020 includes additions to the Company’s existing tax positions of $ 26.2 million.
The Company expects 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, or if the applicable statute of limitations lapses.
2 unchanged sentences
Year Ended December 31,
+Added: 2020 2019 2018
Balance at January 1 $ 175.6 $ 107.7 $ 116.7
5 unchanged sentences
Balance at December 31 $ 136.2 $ 175.6 $ 107.7
−Removed: During the years ended December 31, 2019 , 2018 and 2017 , the statute of limitations on certain unrecognized tax benefits lapsed and certain positions were effectively settled, which resulted in a decrease of $ 2.5 million , $ 9.3 million and $ 0.4 million , respectively, in the liability for uncertain tax benefits.
+Added: _______________
+Added: AMERICAN TOWER CORPORATION AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: (Tabular amounts in millions, unless otherwise disclosed)
+Added: (1) Year ended December 31, 2020 includes adjustments of $(21.0) million for positions related to the Eaton Towers Acquisition that were revised in connection with settlements or effective settlements.
+Added: During the year ended December 31, 2020, the statute of limitations on certain unrecognized tax benefits lapsed and certain positions were effectively settled, including effective settlements and revisions of prior year positions related to the Eaton Towers Acquisition, which resulted in a decrease in the liability for unrecognized tax benefits of $ 50.5 million.
+Added: During the years ended December 31, 2019 and 2018, the statute of limitations on certain unrecognized tax benefits lapsed and certain positions were effectively settled, which resulted in decreases of $ 2.5 million and $ 9.3 million, respectively, in the liability for unrecognized tax benefits.
The Company recorded penalties and tax-related interest expense to the tax provision of $ 16.4 million, $ 10.3 million and $ 8.0 million for the years ended December 31, 2020, 2019 and 2018, respectively.
8 unchanged sentences
The Company believes that adequate provisions have been made for income taxes for all periods through December 31, 2020.
−Removed: AMERICAN TOWER CORPORATION AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: (Tabular amounts in millions, unless otherwise disclosed)
STOCK-BASED COMPENSATION
8 unchanged sentences
During the years ended December 31, 2020, 2019 and 2018, the Company recorded and capitalized the following stock-based compensation expenses:
+Added: 2020 2019 2018
Stock-based compensation expense - Property $ 1.9 $ 1.8 $ 2.4
3 unchanged sentences
Stock-based compensation expense capitalized as property and equipment $ 1.7 $ 1.6 $ 2.0
−Removed: Stock Options —The fair value of each option granted during the period was estimated on the date of grant using the Black-Scholes option pricing model based on the assumptions noted in the table below.
−Removed: The expected life of stock options (estimated period of time outstanding) was estimated using the vesting term and historical exercise behavior of the Company’s employees.
−Removed: The risk-free interest rate was based on the U.S.
−Removed: Treasury yield with a term that approximated the estimated life in effect at the accounting measurement date.
−Removed: The expected volatility of the underlying stock price was based on historical volatility for a period equal to the expected life of the stock options.
−Removed: The expected annual dividend yield was the Company’s best estimate of expected future dividend yield.
−Removed: There were no options granted during the years ended December 31, 2019 and December 31, 2018.
−Removed: Key assumptions used to apply the Black-Scholes option pricing model were as follows (percentages and years disclosed in full amounts):
−Removed: Range of risk-free interest rate
−Removed: 1.88% - 1.94%
−Removed: Weighted average risk-free interest rate
−Removed: Range of expected life of stock options
−Removed: Range of expected volatility of the underlying stock price
−Removed: 18.95% - 19.45%
−Removed: Weighted average expected volatility of underlying stock price
−Removed: Range of expected annual dividend yield
−Removed: The weighted average grant date fair value per share during the year ended December 31, 2017 was $ 16.84 .
+Added: Stock Options —There were no options granted during the years ended December 31, 2020, 2019 and 2018.
+Added: The fair values of previously granted stock options were estimated on the date of grant using the Black-Scholes option pricing model based on the assumptions at the date of grant.
The intrinsic value of stock options exercised during the years ended December 31, 2020, 2019 and 2018 was $ 176.3 million, $ 145.5 million and $ 98.8 million, respectively.
−Removed: As of December 31, 2019 , total unrecognized compensation expense related to unvested stock options was $ 0.7 million and is expected to be recognized over a weighted average period of less than one year .
−Removed: The amount of cash received from the exercise of stock options was $ 94.2 million during the year ended December 31, 2019 .
+Added: As of December 31, 2020, total unrecognized compensation expense related to unvested stock options was less than $ 0.1 million and is expected to be recognized over a weighted average period of less than
AMERICAN TOWER CORPORATION AND SUBSIDIARIES
1 unchanged sentence
(Tabular amounts in millions, unless otherwise disclosed)
+Added: The amount of cash received from the exercise of stock options was $ 84.7 million during the year ended December 31, 2020.
The Company’s option activity for the year ended December 31, 2020 was as follows (share and per share data disclosed in full amounts):
−Removed: Exercise Price Per Share
+Added: Options Weighted
+Added: Exercise Price Per Share Weighted
+Added: Life (Years) Aggregate
Intrinsic Value
Outstanding as of January 1, 2020 3,060,242 $ 85.90
+Added: Exercised ( 1,043,981 ) 81.16
+Added: Forfeited — —
Outstanding as of December 31, 2020 2,016,261 $ 88.36 3.15 $ 274.4
2 unchanged sentences
The following table sets forth information regarding options outstanding at December 31, 2020 (share and per share data disclosed in full amounts):
−Removed: Options Outstanding
−Removed: Options Exercisable
+Added: Options Outstanding Options Exercisable
Range of Exercise
−Removed: Price Per Share
+Added: Price Per Share Outstanding
+Added: Options Weighted
Average Exercise
−Removed: Price Per Share
−Removed: Weighted Average
+Added: Price Per Share Weighted Average
Remaining Life
+Added: (Years) Options
+Added: Exercisable Weighted
Average Exercise
6 unchanged sentences
432,352 81.58 2.66 432,352 81.58
+Added: $ 94.57 - $ 94.71
+Added: 1,240,897 94.61 3.69 1,240,897 94.61
+Added: $ 99.67 - $ 121.15
+Added: 19,130 111.97 5.45 17,497 111.39
+Added: $ 50.78 - $ 121.15
+Added: 2,016,261 $ 88.36 3.15 2,014,628 $ 88.33
Restricted Stock Units and Performance-Based Restricted Stock Units — The Company’s RSU and PSU activity for the year ended December 31, 2020 was as follows (share and per share data disclosed in full amounts):
−Removed: Weighted Average Grant Date Fair Value
−Removed: Weighted Average Grant Date Fair Value
+Added: RSUs Weighted Average Grant Date Fair Value PSUs Weighted Average Grant Date Fair Value
Outstanding as of January 1, 2020 (1) 1,454,350 $ 147.67 528,908 $ 136.94
+Added: Granted (2) 456,369 243.25 151,341 216.36
Vested and Released (3) ( 618,013 ) 134.53 ( 282,774 ) 113.58
+Added: Forfeited (4) ( 47,631 ) 173.74 ( 76,965 ) 211.21
Outstanding as of December 31, 2020 1,245,075 $ 188.23 320,510 $ 177.22
2 unchanged sentences
_______________
+Added: AMERICAN TOWER CORPORATION AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: (Tabular amounts in millions, unless otherwise disclosed)
(1) PSUs consist of the target number of shares issuable at the end of the three -year performance period for the 2019 PSUs and the 2018 PSUs (each as defined below), or 114,823 and 131,311 shares, respectively, and the shares issuable at the end of the three -year vesting period for the PSUs granted in 2017 (the “2017 PSUs”), based on achievement against the performance metrics for the three -year performance period, or 282,774 shares.
−Removed: PSUs represent the shares above target that are issuable for the 2017 PSUs at the end of the three-year performance cycle based on exceeding the performance metric for the three -year performance period, or 128,254 shares, and the target number of shares issuable at the end of the three -year performance period for the 2019 PSUs, or 114,823 shares.
−Removed: This includes 32,596 and 46,500 of previously vested and deferred RSUs and PSUs, respectively.
+Added: (2) PSUs consist of the target number of shares issuable at the end of the three -year performance period for the 2020 PSUs, or 110,925 shares, which includes 17,593 shares granted during the three months ended June 30, 2020 to the Company’s newly appointed Chief Executive Officer (“CEO”) and Chief Financial Officer and also includes 40,186 shares granted to the Company’s former CEO during the three months ended March 31, 2020 which were subsequently forfeited upon his retirement.
+Added: PSUs also includes the shares above target that are issuable for the 2018 PSUs at the end of the three -year performance cycle based on exceeding the performance metric for the three -year performance period, or 40,416 shares.
+Added: (3) This includes 19,810 of previously vested and deferred RSUs.
PSUs consist of shares vested pursuant to the 2017 PSUs.
There are no additional shares to be earned related to the 2017 PSUs.
+Added: (4) PSUs consist of shares forfeited in connection with the retirement of the Company’s former CEO, which includes the target number of shares issuable at the end of the three -year performance period for the 2020 PSUs and the pro-rated target numbers of shares issuable at the end of the three -year performance periods for the 2019 PSUs and the 2018 PSUs as calculated pursuant to the award agreements related to the 2019 PSUs and the 2018 PSUs.
(5) Vested and deferred RSUs are related to deferred compensation for certain former employees.
The total fair value of RSUs and PSUs that vested during the year ended December 31, 2020 was $ 214.1 million.
−Removed: Restricted Stock Units— As of December 31, 2019 , total unrecognized compensation expense related to unvested RSUs granted under the 2007 Plan was $ 120.4 million and is expected to be recognized over a weighted average period of approximately
−Removed: AMERICAN TOWER CORPORATION AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: (Tabular amounts in millions, unless otherwise disclosed)
+Added: Restricted Stock Units— As of December 31, 2020, total unrecognized compensation expense related to unvested RSUs granted under the 2007 Plan was $ 125.7 million and is expected to be recognized over a weighted average period of approximately two years .
Vesting of RSUs is subject generally to the employee’s continued employment or death, disability or qualified retirement (each as defined in the applicable RSU award agreement).
11 unchanged sentences
In connection with the Viom Acquisition, the Company, through one of its subsidiaries, entered into a shareholders agreement (the “Shareholders Agreement”) with Viom and the following remaining Viom shareholders:
−Removed: Tata Sons Limited (“Tata Sons”), Tata Teleservices, IDFC Private Equity Fund III (“IDFC”), Macquarie SBI Infrastructure Investments Pte Limited and SBI Macquarie Infrastructure Trust (collectively, the “Remaining Shareholders”).
+Added: Tata Sons Limited (“Tata Sons”), Tata Teleservices, IDFC Private Equity Fund III (“IDFC”), Macquarie SBI Infrastructure Investments Pte Limited and SBI Macquarie Infrastructure Trust (together, “Macquarie,” and, collectively with Tata Sons, Tata Teleservices and IDFC, the “Remaining Shareholders”).
The Shareholders Agreement also provides the Remaining Shareholders with put options, which allow them to sell outstanding shares of ATC TIPL to the Company, and the Company with call options, which allow it to buy the noncontrolling shares of ATC TIPL.
1 unchanged sentence
As a result, the combination of the noncontrolling interests and the redemption feature requires classification as redeemable noncontrolling interests in the consolidated balance sheet, separate from equity.
−Removed: The noncontrolling interests become redeemable after the passage of time, and therefore, the Company records the carrying amount of the noncontrolling interests outside of permanent equity at the greater of (i) the initial carrying amount, increased or decreased for the noncontrolling interests’ share of net income or loss and foreign currency translation adjustments, or (ii) the estimated redemption value.
+Added: The noncontrolling interests become redeemable after the passage of time, and therefore, the Company records the carrying amount of the noncontrolling interests outside of permanent equity at the greater of (i) the initial carrying amount, increased or decreased for the noncontrolling interests’ share of net income or loss and foreign currency translation adjustments, or (ii) the
+Added: AMERICAN TOWER CORPORATION AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: (Tabular amounts in millions, unless otherwise disclosed)
+Added: estimated redemption value.
If required, the Company will adjust the redeemable noncontrolling interests to the estimated redemption value on each balance sheet date with changes in the estimated redemption value recognized as an adjustment to Net income attributable to noncontrolling interests.
1 unchanged sentence
The put options may be exercised, requiring the Company to purchase the Remaining Shareholders’ equity interests, on specified dates through March 31, 2021.
−Removed: The price of the put options will be based on the fair market value of the exercising Remaining Shareholders’ interest in the Company’s India operations at the time the option is exercised.
−Removed: Put options held by certain of the Remaining Shareholders are subject to a floor price of INR 216 per share.
−Removed: During the year ended December 31, 2019 , the Company redeemed 50 % of Tata Teleservices and Tata Sons’ combined holdings of ATC TIPL and 100 % of IDFC’s holdings of ATC TIPL, for a total consideration of INR 29.4 billion ( $ 425.7 million at the date of redemption).
+Added: During the year ended December 31, 2019, the Company redeemed 50 % of Tata Teleservices and Tata Sons’ combined holdings of ATC TIPL and 100 % of IDFC’s holdings of ATC TIPL, for total consideration of INR 29.4 billion ($ 425.7 million at the date of redemption).
As a result of the redemption, the Company’s controlling interest in ATC TIPL increased from 63 % to 79 % and the noncontrolling interest decreased from 37 % to 21 %.
−Removed: AMERICAN TOWER CORPORATION AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: (Tabular amounts in millions, unless otherwise disclosed)
−Removed: In April 2019, Tata Teleservices and Tata Sons delivered notice of exercise of their put options with respect to 100 % of their remaining holdings in ATC TIPL.
−Removed: The Company expects to complete the redemption of the put shares, subject to regulatory approval, for total consideration of INR 24.8 billion (approximately $ 347.6 million at the December 31, 2019 exchange rate) in the first half of 2020.
−Removed: After the completion of the redemption, the Company will hold an approximately 92 % ownership interest in ATC TIPL.
−Removed: Other Redeemable Noncontrolling Interests —During the year ended December 31, 2019, the Company entered into an agreement with MTN to acquire MTN’s noncontrolling interests in each of the Company’s 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.
−Removed: In addition, the Company, through a subsidiary of ATC Europe, entered into an agreement with its local partners in France to form Eure-et-Loir Réseaux Mobiles SAS (“Eure-et-Loir”), a telecommunications infrastructure company that owns and operates wireless communications towers in France.
+Added: During the year ended December 31, 2020, the Company redeemed 100 % of Tata Teleservices and Tata Sons’ remaining combined holdings of ATC TIPL, for total consideration of INR 24.8 billion ($ 337.3 million at the date of redemption).
+Added: As a result of the redemption, the Company’s controlling interest in ATC TIPL increased from 79 % to 92 % and the noncontrolling interest decreased from 21 % to 8 %.
+Added: In February 2021, the Company entered into an agreement with Macquarie to redeem 100 % of their combined holdings in ATC TIPL at price of INR 175 per share, subject to certain adjustments.
+Added: Accordingly, the Company expects 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, the Company will hold a 100 % ownership interest in ATC TIPL.
+Added: Other Redeemable Noncontrolling Interests —During the year ended December 31, 2020, the Company completed the acquisition of MTN’s noncontrolling interests in each of the Company’s joint ventures in Ghana and Uganda for total consideration of approximately $ 524.4 million, including a net adjustment of $ 1.4 million made during the three months ended March 31, 2020, which resulted in an increase in the Company’s controlling interests in such joint ventures from 51 % to 100 %.
+Added: During the year ended December 31, 2019, the Company, through a subsidiary of ATC Europe, entered into an agreement with its local partners in France to form Eure-et-Loir Réseaux Mobiles SAS (“Eure-et-Loir”), a telecommunications infrastructure company that owns and operates wireless communications towers in France.
The Company’s controlling interest in Eure-et-Loir is 51 % with local partners holding a 49 % noncontrolling interest.
−Removed: The agreement provides the local partners with put options, which allow them to sell outstanding shares of Eure-et-Loir to the Company, and the Company with call options, which allow it to buy the noncontrolling shares of Eure-et-Loir.
−Removed: The put options, which are not under the Company’s control, cannot be separated from the noncontrolling interests.
−Removed: As a result, the combination of the noncontrolling interests and the redemption feature requires classification as redeemable noncontrolling interests in the consolidated balance sheet, separate from equity.
The value of the Eure-et-Loir interests as of December 31, 2020 was $ 2.6 million.
1 unchanged sentence
Year Ended December 31,
+Added: 2020 2019 2018
Balance as of January 1, $ 1,096.5 $ 1,004.8 $ 1,126.2
9 unchanged sentences
During the year ended December 31, 2020, the Company received an aggregate of $ 98.1 million in proceeds upon exercises of stock options and sales pursuant to the ESPP.
+Added: AMERICAN TOWER CORPORATION AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: (Tabular amounts in millions, unless otherwise disclosed)
+Added: 2020 “At the Market” Stock Offering Program —In August 2020, the Company established an “at the market” stock offering program through which it may issue and sell shares of its common stock having an aggregate gross sales price of up to $ 1.0 billion (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 specific instructions of the Company, at negotiated prices.
+Added: The Company intends to use the net proceeds from any issuances under 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, the Company has not sold any shares of common stock under the 2020 ATM Program.
Stock Repurchase Programs —In March 2011, the Company’s Board of Directors approved a stock repurchase program, pursuant to which the Company is authorized to repurchase up to $ 1.5 billion of its common stock (the “2011 Buyback”).
4 unchanged sentences
Under the Buyback Programs, the Company is 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: AMERICAN TOWER CORPORATION AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: (Tabular amounts in millions, unless otherwise disclosed)
−Removed: respect to open market purchases, the Company 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 the Company to repurchase shares during periods when it may 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, the Company 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 the Company to repurchase shares during periods when it may otherwise be prevented from doing so under insider trading laws or because of self-imposed trading blackout periods.
The Company expects to fund any further repurchases of its common stock through a combination of cash on hand, cash generated by operations and borrowings under its credit facilities.
−Removed: Purchases under the Buyback Programs are subject to, among other things, the Company having available cash to fund repurchases.
+Added: Repurchases under the Buyback Programs are subject to, among other things, the Company having available cash to fund the repurchases.
Distributions — During the years ended December 31, 2020, 2019 and 2018, the Company declared the following cash distributions (per share data reflects actual amounts):
For the year ended December 31,
−Removed: Payment Amount
−Removed: Payment Amount
+Added: 2020 2019 2018
+Added: per share Aggregate
+Added: Payment Amount Distribution
+Added: per share Aggregate
+Added: Payment Amount Distribution
+Added: per share Aggregate
Payment Amount
−Removed: Series A Preferred Stock (1)
+Added: Common Stock $ 4.53 $ 2,010.7 $ 3.78 $ 1,672.8 $ 3.15 $ 1,389.8
Series B Preferred Stock (1) $ — $ — $ — $ — $ 13.75 $ 18.9
_______________
−Removed: 5.25 % Mandatory Convertible Preferred Stock, Series A, par value $ 0.01 per share (the “Series A Preferred Stock”), which converted into shares of the Company’s common stock pursuant to the provisions of the Certificate of Designations governing the Series A Preferred Stock in 2017.
(1) 5.50 % Mandatory Convertible Preferred Stock, Series B, par value $ 0.01 per share (the “Series B Preferred Stock”), which converted into shares of the Company’s common stock pursuant to the provisions of the Certificate of Designations governing the Series B Preferred Stock in 2018.
+Added: AMERICAN TOWER CORPORATION AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: (Tabular amounts in millions, unless otherwise disclosed)
The following table characterizes the tax treatment of distributions declared per share of common stock and Mandatory Convertible Preferred Stock.
For the year ended December 31,
−Removed: Ordinary dividend
−Removed: Capital gains distribution
−Removed: Series A Preferred Stock
+Added: 2020 2019 2018
+Added: Per Share % Per Share % Per Share %
Ordinary dividend $ 3.3200 (1) 100.00 % $ 3.7800 100.00 % $ 3.1500 100.00 %
Capital gains distribution — — — — — —
+Added: Total $ 3.3200 100.00 % $ 3.7800 100.00 % $ 3.1500 100.00 %
Series B Preferred Stock (2)
1 unchanged sentence
Capital gains distribution — — — — — —
+Added: Total $ — — % $ — — % $ 2.1314 100.00 %
_______________
−Removed: Includes dividend declared on December 11, 2019 of $ 1.01 per share, which was paid on January 14, 2020 to common stockholders of record at the close of business on December 27, 2019.
−Removed: Includes a deemed distribution as a result of a conversion rate adjustment triggered on April 27, 2017.
+Added: (1) Excludes dividend declared on December 3, 2020 of $ 1.21 per share, which was paid on February 2, 2021 to common stockholders of record at the close of business on December 28, 2020 and which will apply to the 2021 tax year.
(2) Represents the tax treatment on dividends per depositary share, each of which represents a 1/10th interest in a share of Series B Preferred Stock.
(3) Includes a deemed distribution as a result of a conversion rate adjustment triggered on January 18, 2018.
−Removed: Includes a deemed distribution as a result of a conversion rate adjustment triggered on April 12, 2017.
The Company accrues distributions on unvested restricted stock units, which are payable upon vesting.
The amount accrued for distributions payable related to unvested restricted stock units was $ 12.6 million and $ 14.3 million as of December 31, 2020 and 2019, respectively.
−Removed: During the year ended December 31, 2019 , the Company paid $ 7.0 million of distributions payable upon the vesting of restricted stock units.
−Removed: To maintain its qualification for taxation as a REIT, the Company expects to continue
−Removed: AMERICAN TOWER CORPORATION AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: (Tabular amounts in millions, unless otherwise disclosed)
−Removed: paying distributions, the amount, timing and frequency of which will be determined and subject to adjustment by the Company’s Board of Directors.
+Added: During the year ended December 31, 2020, the Company paid $ 7.8 million of distributions upon the vesting of restricted stock units.
+Added: To maintain its qualification for taxation as a REIT, the Company expects to continue paying distributions, the amount, timing and frequency of which will be determined, and subject to adjustment, by the Company’s Board of Directors.
Dividend to noncontrolling interest — The Company’s joint ventures may, from time to time, declare dividends.
−Removed: During the year ended December 31, 2019, ATC Europe declared a dividend of EUR 24.5 million (approximately $ 27.0 million ) payable in cash to the Company and PGGM in proportion to their respective equity interests in the joint venture.
−Removed: The dividend is payable on or before June 30, 2020 and is accrued for as of December 31, 2019.
+Added: During the year ended December 31, 2020, ATC Europe declared a dividend of EUR 13.2 million (approximately $ 16.2 million) payable in cash to the Company and PGGM in proportion to their respective equity interests in the joint venture on or before June 30, 2021 and is accrued for as of December 31, 2020.
OTHER OPERATING EXPENSE
1 unchanged sentence
The Company records impairment charges to write down certain assets to their net realizable value after an indicator of impairment is identified and subsequent analysis determines that the asset is either partially recoverable or not recoverable.
−Removed: These assets consisted primarily of towers and related assets, which are typically assessed on an individual basis, network location intangibles, which relate directly to towers, and tenant-related intangibles, which are assessed on a tenant basis.
+Added: These assets consisted primarily of towers and related assets, which are typically assessed on an individual basis, network location intangibles, which relate directly to towers, tenant-related intangibles, which are assessed on a tenant basis, and right-of-use assets.
Net losses on sales or disposals of assets primarily relate to certain non-core towers, other assets and miscellaneous items.
1 unchanged sentence
Other operating expenses included the following for the years ended December 31,:
+Added: 2020 (1) 2019 (2) 2018
Impairment charges $ 222.8 $ 94.2 $ 394.0
3 unchanged sentences
_______________
+Added: (1) For the year ended December 31, 2020, Other operating expenses includes an $ 11.9 million benefit in Brazil.
(2) For the year ended December 31, 2019, Other operating expenses includes $ 13.1 million of refunds related to pre-acquisition contingencies and settlements.
−Removed: For the year ended December 31, 2017, Other operating expenses included refunds of acquisition costs and a charitable contribution.
+Added: AMERICAN TOWER CORPORATION AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: (Tabular amounts in millions, unless otherwise disclosed)
Impairment charges included the following for the years ended December 31,:
+Added: 2020 2019 2018 (1)
Tower and network location intangible assets $ 142.4 $ 77.4 $ 284.9
Tenant relationships — — 107.3
+Added: Right-of-use assets 76.1 9.9 —
+Added: Other 4.3 6.9 1.8
Total impairment charges $ 222.8 $ 94.2 $ 394.0
2 unchanged sentences
In addition, the Company fully impaired the tenant relationship for Aircel Ltd., which resulted in an impairment charge of $ 107.3 million.
−Removed: During the year ended December 31, 2017, $ 81.0 million of impairment charges on tower and network location intangible assets and all impairment charges on tenant relationships were related to carrier consolidation-driven churn in India.
−Removed: For the year ended December 31, 2019, amount includes impairment charges related to right-of-use assets and land easements.
−Removed: AMERICAN TOWER CORPORATION AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: (Tabular amounts in millions, unless otherwise disclosed)
EARNINGS PER COMMON SHARE
The following table sets forth basic and diluted net income per common share computational data for the years ended December 31, (shares in thousands, except per share data):
+Added: 2020 2019 2018
Net income attributable to American Tower Corporation stockholders $ 1,690.6 $ 1,887.8 $ 1,236.4
8 unchanged sentences
The following shares were not included in the computation of diluted earnings per share because the effect would be anti-dilutive for the years ended December 31, (in thousands, on a weighted average basis):
+Added: 2020 2019 2018
Restricted stock awards 1 2 —
−Removed: Stock options
Preferred stock (1) — — 1,456
+Added: _______________
+Added: (1) For the years ended December 31, 2020 and 2019, the Company had no preferred stock outstanding.
COMMITMENTS AND CONTINGENCIES
6 unchanged sentences
Each tower is assigned to an annual tranche, ranging from 2034 to 2047, which represents the outside expiration date for the sublease rights to the towers in that tranche.
−Removed: The purchase price for each tranche is a fixed amount stated in the lease for such tranche plus the fair market value of certain alterations made to the related towers.
+Added: The purchase price for each tranche is a fixed amount stated in the lease for such tranche plus the fair market value of certain alterations made to the related
+Added: AMERICAN TOWER CORPORATION AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: (Tabular amounts in millions, unless otherwise disclosed)
The aggregate purchase option price for the towers leased and subleased is approximately $ 5.0 billion.
1 unchanged sentence
each such term shall be governed by standard master lease agreement terms established as a part of the transaction.
−Removed: AT&T Transaction —The Company has an agreement with SBC Communications Inc., a predecessor entity to AT&T, that currently provides for the lease or sublease of approximately 2,200 towers commencing between December 2000 and August 2004.
+Added: AT&T Transaction —The Company has an agreement with SBC Communications Inc., a predecessor entity to AT&T Inc.
+Added: (“AT&T”), that currently provides for the lease or sublease of approximately 2,100 towers commencing between December 2000 and August 2004.
Substantially all of the towers are part of the Trust Securitizations.
3 unchanged sentences
The purchase price for each site is a fixed amount stated in the lease for that site plus the fair market value of certain alterations made to the related tower by AT&T.
−Removed: As of December 31, 2019 , the Company has purchased an aggregate of 228 of the subleased towers upon expiration of the applicable agreement, including 79 towers purchased during
−Removed: AMERICAN TOWER CORPORATION AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: (Tabular amounts in millions, unless otherwise disclosed)
−Removed: the year ended December 31, 2019 for an aggregate purchase price of $ 40.2 million .
−Removed: The aggregate purchase option price for the remaining towers leased and subleased is $ 937.8 million and will accrete at a rate of 10 % per annum through the applicable expiration of the lease or sublease of a site.
+Added: As of December 31, 2020, the Company has purchased an aggregate of 331 of the subleased towers which are subject to the applicable agreement, including 103 towers purchased during the year ended December 31, 2020 for an aggregate purchase price of $ 55.7 million.
+Added: The aggregate purchase option price for the remaining towers leased and subleased is $ 973.4 million and includes per annum accretion through the applicable expiration of the lease or sublease of a site.
For all such sites, AT&T has the right to continue to lease the reserved space through June 30, 2025 at the then-current monthly fee, which shall escalate in accordance with the standard master lease agreement for the remainder of AT&T’s tenancy.
−Removed: Thereafter, AT&T shall have the right to renew such lease for up to four successive five -year terms.
−Removed: ALLTEL Transaction —In December 2000, the Company entered into an agreement with ALLTEL Communications, LLC, a predecessor entity to Verizon Wireless, to acquire towers through a 15 -year sublease agreement.
−Removed: Pursuant to the agreement, as amended, with Verizon Wireless, the Company acquired rights to approximately 1,800 towers in tranches between April 2001 and March 2002.
−Removed: The Company had the option to purchase each tower at the expiration of the applicable sublease.
−Removed: During the year ended December 31, 2016, the Company exercised the purchase options for 1,523 towers in a single closing and provided notice to the tower owner, Verizon’s assignee, of its intent to exercise the purchase options related to the remaining 243 towers.
−Removed: On August 30, 2019, the Company purchased the remaining 243 towers for an aggregate purchase price of $ 43.0 million in cash in lieu of shares of the Company’s common stock.
−Removed: Other Contingencies —The Company is subject to income tax and other taxes in the geographic areas where it operates, and periodically receives notifications of audits, assessments or other actions by taxing authorities.
+Added: Thereafter, AT&T shall have the right to renew such lease for up to five successive five -year terms.
+Added: Other Contingencies —The Company is subject to income tax and other taxes in the geographic areas where it holds assets or operates, and periodically receives notifications of audits, assessments or other actions by taxing authorities.
Taxing authorities may issue notices or assessments while audits are being conducted.
16 unchanged sentences
The Company has not historically made any material payments under these agreements and, as of December 31, 2020, is not aware of any agreements that could result in a material payment.
+Added: If the Company is unable to close the Pending Telxius Acquisition, as defined in note 23, the Company would be liable under the terms of the agreements to make certain payments to Telxius, which could be material.
AMERICAN TOWER CORPORATION AND SUBSIDIARIES
3 unchanged sentences
Supplemental cash flow information and non-cash investing and financing activities are as follows for the years ended December 31,:
+Added: 2020 2019 2018
Supplemental cash flow information:
1 unchanged sentence
Cash paid for income taxes (net of refunds of $ 27.0 , $ 11.2 and $ 25.0 , respectively)
+Added: 146.3 147.5 163.9
Non-cash investing and financing activities:
−Removed: (Decrease) increase in accounts payable and accrued expenses for purchases of property and equipment and construction activities
+Added: Increase (decrease) in accounts payable and accrued expenses for purchases of property and equipment and construction activities 45.8 ( 21.0 ) 8.3
Purchases of property and equipment under finance leases, perpetual easements and capital leases 75.0 81.3 57.8
1 unchanged sentence
Acquisition of Commercialization Rights (2) — — 24.8
−Removed: Conversion of third-party debt to equity
Debt financed acquisition of communication sites — — 54.2
+Added: Settlement of third-party debt ( 5.0 ) — —
_______________
+Added: (1) For the year ended December 31, 2020, consists of the InSite Debt.
(2) Related to the note extinguishment with TV Azteca, S.A.
2 unchanged sentences
This business is referred to as the Company’s property operations.
−Removed: During the fourth quarter of 2019, as a result of recent acquisitions, including the Eaton Towers Acquisition, and changes to its organizational structure, the Company reviewed and changed its reportable segments to divide its EMEA property segment into two segments:
−Removed: Africa property and Europe property.
−Removed: Prior to this revision, the Company operated in five business segments:
−Removed: property, (ii) Asia property (iii) EMEA property, (iv) Latin America property and (v) services.
−Removed: The change is consistent with how the chief operating decision maker reviews financial performance and operating and business management strategies for each of the six segments.
−Removed: The change in reportable segments had no impact on the Company’s consolidated financial statements for any periods.
−Removed: Historical financial information included in this Annual Report on Form 10-K has been adjusted to reflect the change in reportable segments.
+Added: During the fourth quarter of 2020, as a result of the InSite Acquisition, the Company updated the names of its reportable segments to rename U.S.
+Added: property and Asia property to U.S.
+Added: & Canada property and Asia-Pacific property, respectively.
+Added: The Company continues to report its results in six segments – U.S.
+Added: & Canada property, Asia-Pacific property, Africa property, Europe property, Latin America property and services.
+Added: This change was made to better align the names of the Company’s reportable segments with the geographical areas of the Company’s business operations following the InSite Acquisition.
+Added: The change in the names the Company’s reportable segments is solely reflective of the inclusion of Canada and Australia in its business operations, as a result of the InSite Acquisition.
+Added: The change in reportable segments had no impact on the Company’s consolidated financial statements for any prior periods.
+Added: Historical financial information included in this Annual Report on Form 10-K has not been adjusted.
As of December 31, 2020, the Company’s property operations consisted of the following:
−Removed: property operations in the United States;
−Removed: property operations in India;
+Added: property operations in Canada and the United States;
+Added: • Asia-Pacific:
+Added: property operations in Australia and India;
property operations in Burkina Faso, Ghana, Kenya, Niger, Nigeria, South Africa and Uganda;
−Removed: property operations in France and Germany;
+Added: property operations in France, Germany and Poland;
• Latin America:
9 unchanged sentences
The Company defines segment operating profit as segment gross margin less Selling, general, administrative and development expense attributable to the segment, excluding stock-based compensation expense and corporate expenses.
−Removed: For reporting purposes, for periods through September 30, 2018, the Latin America property segment gross margin and segment operating profit also included Interest income (expense), TV
+Added: For reporting purposes, for periods through September 30, 2018,
AMERICAN TOWER CORPORATION AND SUBSIDIARIES
1 unchanged sentence
(Tabular amounts in millions, unless otherwise disclosed)
+Added: the Latin America property segment gross margin and segment operating profit also included Interest income (expense), TV Azteca, net.
These measures of segment gross margin and segment operating profit are also before Interest income, Interest expense, Gain (loss) on retirement of long-term obligations, Other income (expense), Net income (loss) attributable to noncontrolling interests and Income tax benefit (provision).
9 unchanged sentences
and Other income (expense), and (ii) reconciles segment operating profit to Income from continuing operations before income taxes.
−Removed: Year ended December 31, 2019
−Removed: Latin America
+Added: Property Total
+Added: Services Other Total
+Added: Year ended December 31, 2020 U.S.
+Added: & Canada Asia-Pacific Africa Europe Latin America
Segment revenues $ 4,517.0 $ 1,139.4 $ 890.2 $ 149.6 $ 1,257.4 $ 7,953.6 $ 87.9 $ 8,041.5
11 unchanged sentences
(1) Segment operating expenses and segment selling, general, administrative and development expenses exclude stock-based compensation expense of $ 3.0 million and $ 117.8 million, respectively.
−Removed: Primarily includes interest expense.
−Removed: Includes $ 18.0 million of finance lease payments included in Repayments of notes payable, credit facilities, term loan, senior notes, secured debt and finance leases in the cash flows from financing activities in the Company’s consolidated statements of cash flows.
+Added: (2) Primarily includes interest expense, losses from foreign currency exchange rate fluctuations and $ 222.8 million in impairment charges.
+Added: (3) Includes $ 9.2 million of finance lease payments included in Repayments of notes payable, credit facilities, term loans, senior notes, secured debt and finance leases in the cash flows from financing activities in the Company’s consolidated statements of cash flows.
(4) Includes $ 36.9 million of perpetual land easement payments reported in Deferred financing costs and other financing activities in the cash flows from financing activities in the Company’s consolidated statements of cash flows.
2 unchanged sentences
(Tabular amounts in millions, unless otherwise disclosed)
−Removed: Year ended December 31, 2018
−Removed: Latin America
+Added: Property Total
+Added: Services Other Total
+Added: Year ended December 31, 2019 U.S.
+Added: & Canada Asia-Pacific Africa Europe Latin America
Segment revenues $ 4,188.7 $ 1,217.0 $ 583.9 $ 134.6 $ 1,340.7 $ 7,464.9 $ 115.4 $ 7,580.3
Segment operating expenses (1) 807.9 715.9 209.0 27.8 411.3 2,171.9 42.1 2,214.0
−Removed: Interest expense, TV Azteca, net
Segment gross margin 3,380.8 501.1 374.9 106.8 929.4 5,293.0 73.3 5,366.3
8 unchanged sentences
_______________
−Removed: Asia segment revenues include a net impact of $ 333.7 million as a result of the settlement payment received from Tata in the fourth quarter of 2018.
(1) Segment operating expenses and segment selling, general, administrative and development expenses exclude stock-based compensation expense of $ 2.8 million and $ 108.6 million, respectively.
−Removed: Primarily includes interest expense and $ 394.0 million in impairment charges.
−Removed: Includes $ 32.0 million of capital lease payments included in Repayments of notes payable, credit facilities, term loan, senior notes, secured debt and capital leases in the cash flows from financing activities in the Company’s consolidated statements of cash flows.
−Removed: AMERICAN TOWER CORPORATION AND SUBSIDIARIES
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: (Tabular amounts in millions, unless otherwise disclosed)
−Removed: Year ended December 31, 2017
−Removed: Latin America
+Added: (2) Primarily includes interest expense.
+Added: (3) Includes $ 18.0 million of finance lease payments included in Repayments of notes payable, credit facilities, term loan, senior notes, secured debt and finance leases in the cash flows from financing activities in the Company’s consolidated statements of cash flows.
+Added: (4) 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 the Company’s consolidated statements of cash flows.
+Added: Property Total
+Added: Services Other Total
+Added: Year ended December 31, 2018 U.S.
+Added: & Canada Asia-Pacific Africa Europe Latin America
Segment revenues (1) $ 3,822.1 $ 1,540.5 $ 545.5 $ 141.8 $ 1,264.8 $ 7,314.7 $ 125.4 $ 7,440.1
11 unchanged sentences
_______________
+Added: (1) Asia-Pacific segment revenues include a net impact of $ 333.7 million as a result of the settlement payment received from Tata in the fourth quarter of 2018.
(2) Segment operating expenses and segment selling, general, administrative and development expenses exclude stock-based compensation expense of $ 3.3 million and $ 134.2 million, respectively.
−Removed: Primarily includes interest expense.
+Added: (3) Primarily includes interest expense and $ 394.0 million in impairment charges.
(4) Includes $ 32.0 million of capital lease payments included in Repayments of notes payable, credit facilities, term loan, senior notes, secured debt and capital leases in the cash flows from financing activities in the Company’s consolidated statements of cash flows.
+Added: AMERICAN TOWER CORPORATION AND SUBSIDIARIES
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: (Tabular amounts in millions, unless otherwise disclosed)
Additional information relating to the total assets of the Company’s operating segments is as follows for the years ended December 31,:
−Removed: Asia property (2)
+Added: 2020 2019 2018
+Added: Total Assets (1):
+Added: & Canada property $ 27,352.9 $ 22,624.6 $ 18,782.0
+Added: Asia-Pacific property 5,191.8 5,307.8 4,938.8
Africa property 4,894.8 4,711.1 1,929.7
1 unchanged sentence
Latin America property 7,434.2 8,125.5 5,594.7
+Added: Services 38.7 26.8 46.3
+Added: Other (2) 452.5 470.5 280.8
+Added: Total assets $ 47,233.5 $ 42,801.6 $ 33,010.4
_______________
−Removed: Total assets in each of the Company’s property segments includes the Right-of-use asset recognized in connection with the Company’s adoption of the new lease accounting standard.
(1) Balances are translated at the applicable period end exchange rate, which may impact comparability between periods.
4 unchanged sentences
Summarized geographic information related to the Company’s operating revenues for the years ended December 31, 2020, 2019 and 2018 and long-lived assets as of December 31, 2020 and 2019 is as follows:
+Added: 2020 2019 2018
Operating Revenues:
+Added: Canada (1) (2) $ 0.3 $ — $ —
United States 4,604.6 4,304.1 3,947.5
+Added: Asia-Pacific (2):
+Added: Australia (1) 0.0 — —
+Added: India 1,139.4 1,217.0 1,540.5
Burkina Faso 43.9 — —
+Added: Ghana 174.3 124.3 125.4
+Added: Kenya 97.7 27.3 7.0
+Added: Niger 40.0 — —
+Added: Nigeria 249.5 229.9 220.7
+Added: South Africa 128.7 129.1 125.3
+Added: Uganda 156.1 73.3 67.1
+Added: France 79.4 68.0 72.7
+Added: Germany 70.0 66.6 69.1
+Added: Poland (1) 0.2 — —
Latin America (2):
−Removed: Total International
+Added: Argentina 22.1 17.3 16.0
+Added: Brazil 506.4 605.5 595.5
+Added: Chile 67.3 43.3 44.2
+Added: Colombia 96.1 102.1 103.8
+Added: Costa Rica 23.4 21.1 18.4
+Added: Mexico 483.0 515.3 456.5
+Added: Paraguay 12.5 12.6 10.4
+Added: Peru 46.6 23.5 20.0
Total operating revenues $ 8,041.5 $ 7,580.3 $ 7,440.1
_______________
+Added: (1) The Company launched operations in Canada and Australia through the InSite Acquisition, which closed on December 23, 2020.
+Added: The Company launched operations in Poland through the Poland Acquisition, which closed on June 16, 2020.
(2) Balances are translated at the applicable exchange rate, which may impact comparability between periods.
−Removed: The Company launched operations in Burkina Faso and Niger through the Eaton Towers Acquisition, which closed on December 31, 2019.
AMERICAN TOWER CORPORATION AND SUBSIDIARIES
2 unchanged sentences
Long-Lived Assets (1):
+Added: Canada (2) $ 373.7 $ —
United States 19,977.8 16,578.7
+Added: Asia-Pacific (2):
+Added: Australia 20.0 —
+Added: India 3,482.3 3,708.8
+Added: Burkina Faso 315.7 275.3
+Added: Ghana 676.8 671.0
+Added: Kenya 730.0 761.7
+Added: Niger 215.7 199.8
+Added: Nigeria 663.7 648.6
+Added: South Africa 424.4 409.4
+Added: Uganda 867.3 847.3
+Added: France 1,176.5 917.1
+Added: Germany 370.9 357.3
Latin America (2):
−Removed: Total International
+Added: Argentina 111.9 100.0
+Added: Brazil 1,629.9 2,138.4
+Added: Chile 538.7 437.6
+Added: Colombia 350.7 375.2
+Added: Costa Rica 123.1 124.1
+Added: Mexico 1,395.2 1,524.9
+Added: Paraguay 103.6 111.3
+Added: Peru 380.4 394.6
Total long-lived assets $ 33,931.2 $ 30,581.1
3 unchanged sentences
The following tenants within the property and services segments individually accounted for 10% or more of the Company’s consolidated operating revenues for the years ended December 31,:
+Added: 2020 2019 2018
+Added: AT&T 22 % 22 % 19 %
+Added: T-Mobile 19 % 10 % 9 %
Verizon Wireless 14 % 15 % 15 %
4 unchanged sentences
(Tabular amounts in millions, unless otherwise disclosed)
−Removed: SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED)
−Removed: Selected quarterly financial data for the years ended December 31, 2019 and 2018 is as follows (in millions, except per share data):
−Removed: Three Months Ended
−Removed: September 30,
−Removed: Operating revenues
−Removed: Costs of operations (1)
−Removed: Operating income
−Removed: Net income attributable to American Tower Corporation stockholders
−Removed: Net income attributable to American Tower Corporation common stockholders
−Removed: Basic net income per share attributable to American Tower Corporation common stockholders
−Removed: Diluted net income per share attributable to American Tower Corporation common stockholders
−Removed: Three Months Ended
−Removed: September 30,
−Removed: Operating revenues
−Removed: Costs of operations (1)
−Removed: Operating income
−Removed: Net income attributable to American Tower Corporation stockholders
−Removed: Dividends on preferred stock
−Removed: Net income attributable to American Tower Corporation common stockholders
−Removed: Basic net income per share attributable to American Tower Corporation common stockholders
−Removed: Diluted net income per share attributable to American Tower Corporation common stockholders
−Removed: ______________
−Removed: (1) Represents Operating expenses, exclusive of Depreciation, amortization and accretion, Selling, general, administrative and development expense, and Other operating expenses.
SUBSEQUENT EVENTS
−Removed: 2.400 % Senior Notes and 2.900 % Senior Notes Offering —On January 10, 2020, the Company completed a registered public offering of $ 750.0 million aggregate principal amount of 2.400 % senior unsecured notes due 2025 and $ 750.0 million aggregate principal amount of 2.900 % senior unsecured notes due 2030.
−Removed: The net proceeds from this offering were approximately $ 1,483.4 million , after deducting commissions and estimated expenses.
−Removed: The Company used the net proceeds to repay existing indebtedness under the 2019 Credit Facility.
−Removed: Repayment of 5.900 % Senior Notes —On January 15, 2020, the Company 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
+Added: Pending Telxius Acquisition— On January 13, 2021, the Company entered into two agreements with Telxius Telecom, S.A.
+Added: (“Telxius”), a subsidiary of Telefónica, S.A., pursuant to which the Company expects to acquire Telxius’ European and Latin American tower divisions, comprising 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 date of signing) (the “Pending Telxius Acquisition”), 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: Repayment of the 2020 Term Loan —On February 5, 2021, the Company repaid all amounts outstanding under the 2020 Term Loan with borrowings from the 2019 Multicurrency Credit Facility and cash on hand.
+Added: Amendments to Bank Facilities —On February 10, 2021, the Company 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 the Company’s 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 the Company consummates a Qualified Acquisition (as defined in each of the loan agreements for the facilities)),
+Added: amend the limitation on indebtedness of, and guaranteed by, the Company’s 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 the Company and its 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, the Company 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 the senior unsecured debt rating of the Company, which, based on the Company’s 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 the senior unsecured debt rating of the Company, which, based on the Company’s 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 the Company must comply.
+Added: Failure to comply with the financial and operating covenants of the loan agreements could not only prevent the Company 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.
AMERICAN TOWER CORPORATION AND SUBSIDIARIES
1 unchanged sentence
(Tabular amounts in millions, unless otherwise disclosed)
−Removed: 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.
−Removed: The Company 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 under the 2019 Credit Facility and cash on hand.
−Removed: Upon completion of the repayment, none of the 5.900 % Notes remained outstanding.
−Removed: 2020 Term Loan —On February 13, 2020, the Company entered into a $ 750.0 million unsecured term loan (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 the 2019 364 -Day Term Loan.
−Removed: The 2020 Term Loan matures on February 12, 2021.
−Removed: The Company has the option of choosing either a defined base rate or LIBOR as the applicable base rate for borrowings under the 2020 Term Loan.
−Removed: The interest rate on the 2020 Term Loan 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 2020 Term Loan does not require amortization of principal and may be paid prior to maturity in whole or in part at the Company’s option without penalty or premium.
−Removed: The agreement for the 2020 Term Loan contains certain reporting, information, financial and operating covenants and other restrictions (including limitations on additional debt, guaranties, sales of assets and liens) with which the Company must comply.
−Removed: Any failure to comply with the financial and operating covenants of the loan agreement 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, the Company 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.
AMERICAN TOWER CORPORATION AND SUBSIDIARIES
2 unchanged sentences
(dollars in millions)
+Added: Description Encumbrances Initial cost
+Added: to company Cost
subsequent to
+Added: acquisition Gross amount
close of current
−Removed: depreciation at close of current period
−Removed: Life on which
+Added: period Accumulated
+Added: depreciation at close of current period Date of
+Added: construction Date
+Added: acquired Life on which
depreciation in
1 unchanged sentence
statements is
−Removed: Up to 20 years
+Added: 183,860 Sites (1) $ 3,136.7 (2) (3) (3) $ 18,492.9 (4) $ ( 6,921.0 ) Various Various Up to 20 years
_______________
3 unchanged sentences
(4) Does not include those sites under construction.
+Added: 2020 2019 2018
Gross amount at beginning $ 17,429.3 $ 15,960.1 $ 15,349.0
Additions during period:
+Added: Acquisitions 722.4 887.0 721.4
Discretionary capital projects (1) 308.0 258.1 173.5
3 unchanged sentences
Start-up capital expenditures (5) 119.4 71.3 113.1
+Added: Other (6) 72.8 45.2 ( 3.0 )
Total additions 1,705.0 1,826.2 1,456.7
1 unchanged sentence
Cost of real estate sold or disposed ( 259.7 ) ( 304.6 ) ( 395.7 )
+Added: Other (7) ( 381.7 ) ( 52.4 ) ( 449.9 )
Total deductions:
+Added: ( 641.4 ) ( 357.0 ) ( 845.6 )
Balance at end $ 18,492.9 $ 17,429.3 $ 15,960.1
+Added: 2020 2019 2018
Gross amount of accumulated depreciation at beginning $ ( 6,382.2 ) $ ( 5,724.7 ) $ ( 5,181.2 )
Additions during period:
+Added: Depreciation ( 771.5 ) ( 768.4 ) ( 751.4 )
Total additions ( 771.5 ) ( 768.4 ) ( 751.4 )
1 unchanged sentence
Amount of accumulated depreciation for assets sold or disposed 132.3 121.4 129.3
+Added: Other (7) 100.4 ( 10.5 ) 78.6
Total deductions 232.7 110.9 207.9
6 unchanged sentences
(5) Includes amounts incurred in connection with acquisitions or new market launches.
−Removed: Start-up capital expenditures includes non-recurring expenditures contemplated in acquisitions, new market launch business cases or initial deployment of new technologies or innovation solutions that lead to an increase in site-level cash flow generation.
+Added: Start-up capital expenditures includes non-recurring expenditures contemplated in acquisitions, new market launch business cases or initial deployment of new technologies or platform expansion initiatives that lead to an increase in site-level cash flow generation.
(6) Primarily includes regional improvements and other additions.
1 unchanged sentence
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.