What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2023-02-23 compared with 2022-02-25 · 459 added, 596 removed, 2134 unchanged (33% of the section changed)

4 unchanged sentences

Based on this evaluation, our principal executive officer and principal financial officer concluded that these disclosure controls and procedures were effective as of December 31, 2022 and designed to ensure that the information required to be disclosed in our reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the requisite time periods specified in the applicable rules and forms, and that it is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure.

Table of Conten ts

Management’s Annual Report on Internal Control over Financial Reporting

2 unchanged sentences

Our management assessed the effectiveness of our internal control over financial reporting as of December 31, 2022.

As discussed in Item 1 of this Annual Report under the caption “Business” and in note 6 to our consolidated financial statements included in this Annual Report, we completed the Telxius Acquisition in June 2021 and August 2021 and the CoreSite Acquisition in December 2021.

As permitted by the rules and regulations of the SEC, we excluded from our assessment the internal control over financial reporting at (i) Telxius, whose financial statements reflect total assets and revenues constituting 17% and 4%, respectively, of the consolidated financial statement amounts as of, and for the year ended, December 31, 2021, and (ii) CoreSite, whose financial statements reflect total assets and revenues constituting 16% and 0%, respectively, of the consolidated financial statement amounts as of, and for the year ended, December 31, 2021.

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, 2022 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

As set forth above, we excluded from our assessment the internal control over financial reporting at Telxius and CoreSite for the year ended December 31, 2021.

We consider Telxius and CoreSite material to our results of operations, financial position and cash flows, and we are in the process of integrating the internal control procedures of Telxius and CoreSite into our internal control structure.

Table of Conten ts

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

4 unchanged sentences

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, 2022, of the Company and our report dated February 23, 2023, expressed an unqualified opinion on those financial statements.

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 Telxius Telecom, S.A., which was acquired in June and August 2021 and whose financial statements constitute 17% of total assets and 4% of total revenues of the consolidated financial statement amounts as of and for the year ended December 31, 2021.

Management also excluded from its assessment the internal control over financial reporting at CoreSite Realty Corporation which was acquired in December 2021 and whose financial statements constitute 16% of total assets and 0% of total revenues of the consolidated financial statement amounts as of and for the year ended December 31, 2021.

Accordingly, our audit did not include the internal control over financial reporting at Telxius or CoreSite.

Basis for Opinion

17 unchanged sentences

February 23, 2023

OTHER INFORMATION.

Not applicable.

DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS.

Not applicable.

Table of Conten ts

DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

2 unchanged sentences

Smith 57 Executive Vice President, Chief Financial Officer and Treasurer

Edmund DiSanto 69 Executive Vice President, Chief Administrative Officer, General Counsel and Secretary

Edmund DiSanto 70 Executive Vice President, Special Advisor and Counsel to the Chief Executive Officer

Dowling 53 Executive Vice President, Chief Administrative Officer, General Counsel and Secretary

Meyer 59 Senior Vice President and Chief Accounting Officer

8 unchanged sentences

Bartlett served as Senior Vice President and Corporate Controller with Verizon Communications.

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.

In addition, Mr.

3 unchanged sentences

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.

He currently 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.

He currently sits on the Samaritans advisory council, is on the Board of Advisors of the Rutgers Business School and is on the Massachusetts Institute of Technology Presidential CEO Advisory Board.

He earned an M.B.A.

from Rutgers University and a Bachelor of Science degree in Engineering from Lehigh University.

from Rutgers University and a Bachelor of Science degree in Industrial Engineering from Lehigh University.

Smith is our Executive Vice President, Chief Financial Officer and Treasurer.

6 unchanged sentences

Smith held several leadership positions at Nextel Communications, including Director of Finance and General Manager of one of the Company's Northeast markets.

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.

Smith earned his M.B.A from Suffolk University, a Certificate of Accountancy from Bentley University and a Bachelor of Science in Finance from Merrimack College.

He also serves as co-Executive Sponsor of American Tower’s employee resource group for women, WAATCH.

Edmund DiSanto is our Executive Vice President, Special Advisor and Counsel to the Chief Executive Officer.

Prior to his current role, he served as our Executive Vice President, Chief Administrative Officer, General Counsel and Secretary for over 15 years.

Prior to joining us in April 2007, Mr.

10 unchanged sentences

DiSanto was named to the Board of the U.S.-India Business Council.

Dowling is our Executive Vice President, Chief Administrative Officer, General Counsel and Secretary.

She is also a member of the Board of Directors for ATC Europe and CoreSite.

Since joining us in 2011, Ms.

Dowling has served as Senior

Vice President, Corporate Legal, and, most recently, as Senior Vice President and General Counsel for the EMEA and Latin America regions.

In addition, she led American Tower’s Global Remobilization Project Team to care for the safety and well-being of employees during the pandemic.

Prior to joining American Tower, Ms.

Dowling was a partner and co-chair of the 150-member litigation department at Edwards Angell Palmer & Dodge LLP and clerked for the Honorable Fred I.

Parker of the United States Second Circuit Court of Appeals.

Dowling earned her law degree from Duke University School of Law and a Bachelor of Arts from the University of North Carolina Chapel Hill.

She also serves as co-Executive Sponsor of American Tower’s employee resource group for women, WAATCH.

Meyer is our Senior Vice President and Chief Accounting Officer.

5 unchanged sentences

Meyer served as Director of Financial Planning and Analysis at First Security Services Corp.

Meyer earned a Masters

Table of Conten ts

in Finance from Bentley University and a Bachelor of Science in Accounting from Marquette University, and is a Certified Public Accountant.

Meyer earned a Masters in Finance from Bentley University and a Bachelor of Science in Accounting from Marquette University, and is a Certified Public Accountant.

Olivier Puech is our Executive Vice President and President, Latin America and EMEA.

33 unchanged sentences

EXECUTIVE COMPENSATION

The information under “Compensation and Other Information Concerning Directors and Officers” from the Definitive Proxy Statement is incorporated herein by reference.

The information under “Compensation and Other Information Concerning Directors and Officers” from the Definitive Proxy Statement, except as to information required pursuant to Item 402(v) of SEC Regulation S-K relating to pay versus performance, is incorporated herein by reference.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

3 unchanged sentences

Information required by this item pursuant to Item 407(a) of SEC Regulation S-K relating to director independence is contained in the Definitive Proxy Statement under “Corporate Governance” and is incorporated herein by reference.

Table of Conten ts

PRINCIPAL ACCOUNTING FEES AND SERVICES

The information under “Independent Auditor Fees and Other Matters” from the Definitive Proxy Statement is incorporated herein by reference.

Table of Conten ts

EXHIBITS, FINANCIAL STATEMENT SCHEDULES

17 unchanged sentences

8-K 001-14195 August 25, 2011 2.1

2.2 Agreement and Plan of Merger, dated November 14, 2021, by and among the Company, American Tower Investments LLC, Appleseed Holdco LLC, Applesee d Merger Sub LLC, Appleseed OP Merger Sub LLC, CoreSite and CoreSite, L.P.

2.2 Agreement and Plan of Merger, dated November 14, 2021, by and among the Company, American Tower Investments LLC, Appleseed Holdco LLC, Appleseed Merger Sub LLC, Appleseed OP Merger Sub LLC, CoreSite and CoreSite, L.P.

8-K 001-14195 November 15, 2021 2.1

11 unchanged sentences

S-3ASR 333-166805 May 13, 2010 4.3

Table of Conten ts

Incorporated By Reference

43 unchanged sentences

8-K 001-14195 December 8, 2017 4.1

Table of Conten ts

Incorporated By Reference

40 unchanged sentences

8-K 001-14195 November 20, 2020 4.1

Table of Conten ts

Incorporated By Reference

17 unchanged sentences

8-K 001-14195 October 5, 2021 4.1

4.27 Supplemental Indenture No.

12, dated as of April 1, 2022, by and between American Tower Corporation and U.S.

Bank Trust Company, National Association, as Trustee, for the 3.650% Senior Notes due 2027 and the 4.050% Senior Notes due 2032

8-K 001-14195 April 1, 2022 4.1

4.28 Indenture dated as of June 1, 2022, by and between the Company and U.S.

Bank Trust Company, National Association, as Trustee

S-3ASR 333-265348 June 1, 2022 4.32

4.29 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

6 unchanged sentences

10-Q 001-14195 October 28, 2021 10.1

10.2* American Tower Corporation 2007 Equity Incentive Plan

DEF 14A 001-14195 March 22, 2017 Annex A

10.3* Amendment to American Tower Corporation 2007 Equity Incentive Plan

8-K 001-14195 March 14, 2017 10.1

10.4* 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

10-K 001-14195 February 27, 2013 10.9

Table of Conten ts

Incorporated By Reference

1 unchanged sentence

Date of Filing Exhibit No.

10.5* 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

10.2* American Tower Corporation 2007 Equity Incentive Plan

DEF 14A 001-14195 March 22, 2017 Annex A

10.3* Amendment to American Tower Corporation 2007 Equity Incentive Plan

8-K 001-14195 March 14, 2017 10.1

14 unchanged sentences

10-Q 001-14195 July 29, 2021 10.1

10.9* Form of Restricted Stock Unit Agreement (Non-Employee Director) (For grants made beginning December 5, 2022) Pursuant to the American Tower Corporation 2007 Equity Incentive Plan, as amended

Filed herewith as Exhibit 10.9 — — —

10.10 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.

6 unchanged sentences

10-Q 001-14195 May 2, 2018 10.3

Incorporated By Reference

Description of Document Form File No.

Date of Filing Exhibit No.

10.13 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.

2 unchanged sentences

10-Q 001-14195 May 2, 2018 10.4

Table of Conten ts

Incorporated By Reference

Description of Document Form File No.

Date of Filing Exhibit No.

10.14 Agreement to Sublease by and among ALLTEL Communications, Inc.

15 unchanged sentences

10-K 001-14195 March 1, 2010 10.36

10.22 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

10-K 001-14195 February 25, 2021 10.29

10.23 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

10-K 001-14195 February 25, 2021 10.30

Table of Conten ts

Incorporated By Reference

Description of Document Form File No.

Date of Filing Exhibit No.

10.24 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;

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

10-K 001-14195 February 25, 2020 10.30

10.25 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

10-K 001-14195 February 25, 2021 10.32

10.26 364-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.

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

10-K 001-14195 February 25, 2021 10.44

10.21* Letter Agreement, dated as of October 2, 2022, by and between the Company and Ruth T.

Filed herewith as Exhibit 10.21 — — —

10.22 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.

1 unchanged sentence

10-K 001-14195 February 25, 2021 10.45

10.28 First Amendment to 3-Year Term Loan Agreement, dated as of December 8, 2021, among the Company, as Borrower, Bank of America, N.A., as Administrative Agent, and certain other lenders under the Company’s 3-Year Term Loan Agreement, dated as of February 10, 2021

Filed herewith as Exhibit 10.28 — — —

Table of Conten ts

Incorporated By Reference

1 unchanged sentence

Date of Filing Exhibit No.

10.23 First Amendment to 3-Year Term Loan Agreement, dated as of December 8, 2021, among the Company, as Borrower, Bank of America, N.A., as Administrative Agent, and certain other lenders under the Company’s 3-Year Term Loan Agreement, dated as of February 10, 2021

10-K 001-14195 February 25, 2022 10.28

10.24 Third Amended and Restated Multicurrency Revolving Credit Agreement, dated as of December 8, 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 — — —

10-K 001-14195 February 25, 2022 10.29

10.25 Fourth Amended and Restated Revolving Credit Agreement, dated as of December 8, 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 — — —

10-K 001-14195 February 25, 2022 10.30

10.26 Second Amended and Restated Term Loan Agreement, dated as of December 8, 2021, among the Company, as Borrower, Mizuho Bank, Ltd., as Administrative Agent;

Filed herewith as Exhibit 10.31 — — —

10.32 364-Day Term Loan Agreement, dated as of December 8, 2021, among the Company, as Borrower, JPMorgan Chase Bank, N.A., as Administrative Agent, TD Securities (USA), LLC and Mizuho Bank, Ltd.

as Syndication Agents, JPMorgan Chase Bank, N.A., TD Securities (USA), LLC, Mizuho Bank, Ltd., BofA Securities, Inc., Barclays Bank PLC, Citibank, N.A., RBC Capital Markets and Morgan Stanley MUFG Loan Partners, LLC as Joint Lead Arrangers and Joint Bookrunners, and Barclays Bank PLC, BofA Securities, Inc., Citibank, N.A., Royal Bank of Canada and Morgan Stanley MUFG Loan Partners, LLC, as Co-Documentation Agents

Filed herewith as Exhibit 10.32 — — —

Table of Conten ts

10-K 001-14195 February 25, 2022 10.31

Incorporated By Reference

3 unchanged sentences

Filed herewith as Exhibit 10.33 — — —

10-K 001-14195 February 25, 2022 10.33

10.28 Master Agreement, dated as of February 5, 2015, among the Company and Verizon Communications Inc.

10 unchanged sentences

10-Q 001-14195 April 30, 2015 10.11

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

10-K 001-14195 February 25, 2021 10.39

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

10-K 001-14195 February 25, 2021 10.40

10.33 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.

6 unchanged sentences

Filed herewith as Exhibit 21 — — —

Table of Conten ts

Incorporated By Reference

Description of Document Form File No.

Date of Filing Exhibit No.

23 Consent of Independent Registered Public Accounting Firm—Deloitte & Touche LLP

2 unchanged sentences

Filed herewith as Exhibit 31.1 — — —

Incorporated By Reference

Description of Document Form File No.

Date of Filing Exhibit No.

31.2 Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

14 unchanged sentences

FORM 10-K SUMMARY

Table of Conten ts

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized on the 24th day of February, 2022.

A MERICAN T OWER C ORPORATION

1 unchanged sentence

President and Chief Executive Officer

Table of Conten ts

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.

6 unchanged sentences

Senior Vice President and Chief Accounting Officer (Principal Accounting Officer) February 23, 2023

/ S / KELLY C.

Director February 23, 2023

/ S / TERESA H.

6 unchanged sentences

Director February 23, 2023

/ S / GUSTAVO LARA CANTU

Director February 24, 2022

Gustavo Lara Cantu

/ S / GRACE D.

10 unchanged sentences

THOMPSON Director February 23, 2023

Table of Conten ts

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

7 unchanged sentences

Notes to Consolidated Financial Statements

Table of Conten ts

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

16 unchanged sentences

Critical Audit Matters

The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved especially challenging, subjective, or complex judgments.

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 matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Telxius Acquisition – Refer to Notes 1, 5 and 6 to the financial statements

The critical audit matters communicated below are matters arising from the current-period audit of the financial statements that were communicated or required to be communicated to the audit committee and that (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments.

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.

Revenue Recognition for Significant Contract Modifications - Refer to Notes 1 and 4 to the financial statements.

Critical Audit Matter Description

The Company completed the Telxius Acquisition (as defined in note 6 to the financial statements) in two closings during June and August 2021 for the total consideration of $9.6 billion.

The Company accounted for the Telxius Acquisition under the acquisition method of accounting for business combinations.

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 $1,415 million, intangible assets of $6,043 million, a deferred tax liability of $1,195 million and goodwill of $3,517 million.

Of the identified intangible assets acquired, the most significant judgements used were in the valuation of tenant relationship intangible assets of $5,371 million and network location intangible assets of $672 million.

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 rates, and discount rate.

We identified the valuation of the tenant relationship and network location intangible assets for the Telxius Acquisition as a critical audit matter because of the significant estimates and assumptions the Company makes to calculate the fair value of these assets for purposes of recording the acquisition.

This required a high degree of auditor judgment and an increased extent of

Table of Conten ts

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 rates and discount rates, including the need to involve our fair value specialists.

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”).

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.

In the current year, the Company amended a master lease agreement with a major tenant.

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.

• Determination of the stand-alone selling prices for each performance obligation in the master lease agreement if not accounted for with the lease component.

• 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.

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

Our principal audit procedures related to the forecasts of future cash flows for the intangible assets and the selection of the tenant growth rates and discount rates included the following, among others:

• 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 rates and discount rates utilized in determining the fair value of the intangible assets.

• We evaluated the reasonableness of the Company’s projections of future cash flows, including the selection of tenant growth 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, internal communications to management and the Board of Directors, and results from other areas of the audit.

• With the assistance of our fair value specialists, we evaluated the reasonableness of the valuation methodology, tenant growth rates and discount rates by:

◦ Testing the source information underlying the determination of the tenant growth rates and discount rates and testing the mathematical accuracy of the calculations.

◦ Developing a range of independent estimates for the tenant growth rates and discount rates and comparing those to the rates selected by the Company.

• We evaluated the adequacy of the Company’s disclosures in the financial statements related to the acquisition.

/s/ Deloitte & Touche LLP

Our principal audit procedures related to the Company’s amended master lease agreement with the major customer 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.

• We evaluated the master lease agreement and performed the following procedures:

◦ Obtained and evaluated the documents that were part of the overall master lease agreement.

◦ 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.

◦ Tested the completeness and accuracy of leases subject to the master lease agreement.

◦ 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.

• We tested the mathematical accuracy of the Company’s determination of revenue and the associated timing of revenue recognized in the financial statements.

Recoverability of goodwill and long-lived assets – India Reporting Unit - Refer to Notes 1, 3, 5, 16, and 22 to the financial statements.

Critical Audit Matter Description

The Company reviews goodwill for impairment at least annually or whenever events or circumstances indicate the carrying value of an asset may not be recoverable.

Additionally, the Company reviews other long-lived assets to be held and used and which are subject to depreciation or amortization, such as property and equipment, tenant-related intangible assets, network location intangible assets, and right-of-use assets on operating leases for impairment whenever events, changes in circumstances or other evidence indicate that the carrying amount of the Company’s assets may not be recoverable.

The Company's evaluation of recovery of goodwill involves the comparison of the carrying amount of a reporting unit inclusive of allocated goodwill to the fair value of the applicable reporting unit.

The Company’s evaluation of the recovery of long-lived assets, involves a comparison of the carrying amount of the long-lived asset to the future undiscounted cash flows expected to be generated by the asset.

If these assets are determined to be impaired, the amount of impairment recognized is the amount by which the carrying amount of the assets exceeds their fair value.

Fair value is generally determined using forecasted cash flows discounted using an estimated weighted average cost of capital.

As of December 31, 2022, the India reporting unit had goodwill of approximately $881.6 million.

As the fair value of the India reporting unit exceeded its’ carrying amount as of December 31, 2022, the Company determined that its related goodwill was not impaired.

Other long-lived assets to be held and used in India at December 31, 2022 consisted of property and equipment, tenant-related intangible assets, network location intangible assets, and right of use assets of approximately $924.4 million, $379.5 million, $266.7 million and $668.9 million, respectively, after impairments were recorded during the year then ended of $58.6 million, $411.6 million, $38.4 million and $0.0 million, respectively.

We identified the evaluation of the recovery of goodwill and long-lived assets held in the Company’s India reporting unit, along with any related impairments, as a critical audit matter due to the significant judgments made by management to estimate the timing and amount of cash flows and related estimated fair values used in the impairment analyses.

There was a high degree of auditor judgment in evaluating management's assumptions and estimates related to future tenant retention rates (specifically, a high degree of subjective auditor judgment was required to evaluate future revenues related to variability in receipts from a significant tenant in India), revenue growth rates, margin projections, the timing of future cash flows, the discount rate used and the determination of market multiples for the India reporting unit and related long-lived assets.

How the Critical Audit Matter Was Addressed in the Audit

Our audit procedures related to the assumptions and estimates of future tenant retention rates, revenue growth rates, and margin projections used to estimate the timing and extent of future cash flows, and the discount rate and the determination of market multiples used by management to estimate fair value, included the following, among others:

• We tested the effectiveness of internal controls over management’s goodwill impairment evaluation, including those over the determination of the fair value of the India reporting unit.

• We tested the effectiveness of internal controls over management’s long-lived asset impairment evaluation.

• We evaluated management’s ability to forecast future tenant retention rates, revenue growth rates, margin projections and timing of future cash flows by comparing actual results to management’s historical forecasts.

• We evaluated the reasonableness of management’s use of tenant retention rates, growth rates, margin projections and timing of future cash flows by comparing the forecasts to:

◦ Historical results.

◦ Internal communications to management and the Board of Directors.

◦ Forecasted information included in analyst and industry reports for the Company and certain of its peer companies.

/s/ Deloitte & Touche

Boston, Massachusetts

1 unchanged sentence

We have served as the Company’s auditor since 1997.

Table of Conten ts

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

32 unchanged sentences

COMMITMENTS AND CONTINGENCIES

REDEEMABLE NONCONTROLLING INTERESTS — 212.1

EQUITY (shares in thousands):

7 unchanged sentences

Accumulated other comprehensive loss ( 5,718.3 ) ( 4,738.9 )

Treasury stock ( 10,915 shares at cost)

Treasury stock ( 11,004 and 10,915 shares at cost, respectively)

( 1,301.2 ) ( 1,282.4 )

4 unchanged sentences

See accompanying notes to consolidated financial statements.

Table of Conten ts

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

23 unchanged sentences

INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES 1,720.7 2,829.4 1,821.1

Income tax (provision) benefit ( 261.8 ) ( 129.6 ) 0.2

Income tax provision ( 24.0 ) ( 261.8 ) ( 129.6 )

NET INCOME 1,696.7 2,567.6 1,691.5

8 unchanged sentences

See accompanying notes to consolidated financial statements.

Table of Conten ts

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

16 unchanged sentences

See accompanying notes to consolidated financial statements.

Table of Conten ts

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

13 unchanged sentences

Changes in fair value of cash flow hedges, net of tax — — — — — ( 0.2 ) — — ( 0.2 )

Reclassification of unrealized gains on cash flow hedges to net income, net of tax — — — — — 0.2 — — 0.2

Foreign currency translation adjustment, net of tax — — — — — ( 125.3 ) — ( 24.3 ) ( 149.6 )

Distributions to noncontrolling interest — — — — — — — ( 14.6 ) ( 14.6 )

Purchase of noncontrolling interest — — — — ( 49.5 ) ( 3.1 ) — ( 15.9 ) ( 68.5 )

Reclassification to redeemable noncontrolling interest — — — — ( 420.5 ) — — ( 102.5 ) ( 523.0 )

Purchase of redeemable noncontrolling interest — — — — 52.4 ( 52.4 ) — — —

Common stock distributions declared — — — — — — ( 1,680.4 ) — ( 1,680.4 )

Impact of lease accounting standard adoption — — — — — — ( 24.7 ) — ( 24.7 )

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

Stock-based compensation related activity 1,633 0.1 — — 133.4 — — — 133.5

Issuance of common stock—stock purchase plan 71 0.0 — — 13.4 — — — 13.4

Treasury stock activity — — ( 264 ) ( 56.0 ) — — — — ( 56.0 )

Changes in fair value of cash flow hedges, net of tax — — — — — ( 0.2 ) — — ( 0.2 )

Reclassification of unrealized losses on cash flow hedges to net income, net of tax — — — — — 0.3 — — 0.3

20 unchanged sentences

BALANCE, DECEMBER 31, 2021 466,687 $ 4.7 ( 10,915 ) $ ( 1,282.4 ) $ 12,240.2 $ ( 4,738.9 ) $ ( 1,142.4 ) $ 3,988.4 $ 9,069.6

Stock-based compensation related activity 676 0.0 — — 141.9 — — — 141.9

Issuance of common stock—stock purchase plan 75 0.0 — — 15.3 — — — 15.3

Issuance of common stock 9,185 0.1 — — 2,291.6 — — — 2,291.7

Treasury stock activity — — ( 89 ) ( 18.8 ) — — — — ( 18.8 )

Foreign currency translation adjustment, net of tax — — — — — ( 979.4 ) — ( 185.6 ) ( 1,165.0 )

Contributions from noncontrolling interest holders — — — — — — — 3,125.4 3,125.4

Distributions to noncontrolling interest holders — — — — — — — ( 23.0 ) ( 23.0 )

Common stock distributions declared — — — — — — ( 2,725.3 ) — ( 2,725.3 )

Net income (loss) — — — — — — 1,765.8 ( 69.1 ) 1,696.7

BALANCE, DECEMBER 31, 2022 476,623 $ 4.8 ( 11,004 ) $ ( 1,301.2 ) $ 14,689.0 $ ( 5,718.3 ) $ ( 2,101.9 ) $ 6,836.1 $ 12,408.5

_______________

1 unchanged sentence

See accompanying notes to consolidated financial statements.

Table of Conten ts

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

8 unchanged sentences

Stock-based compensation expense 169.3 119.5 120.8

Loss on investments, unrealized foreign currency loss and other non-cash expense ( 535.2 ) 299.6 46.2

Loss on investments, unrealized foreign currency (gain) loss and other non-cash expense ( 401.2 ) ( 535.2 ) 299.6

Impairments, net loss on sale of long-lived assets, non-cash restructuring and merger related expenses 684.3 196.4 239.5

16 unchanged sentences

Proceeds from sales of short-term investments and other non-current assets 19.6 14.3 19.6

Payments for short-term investments — — ( 355.9 )

Payment for investments in equity securities — ( 25.0 ) —

2 unchanged sentences

CASH FLOWS FROM FINANCING ACTIVITIES

Proceeds from short-term borrowings, net 28.8 — —

Borrowings under credit facilities 4,190.0 12,856.9 8,230.4

1 unchanged sentence

Proceeds from term loans — 7,347.0 1,940.0

Repayments of notes payable, credit facilities, term loans, senior notes, secured debt and finance leases ( 13,178.1 ) ( 13,875.4 ) ( 9,225.3 )

Repayments of notes payable, credit facilities, senior notes, secured debt, short-term borrowings, term loans and finance leases ( 9,625.5 ) ( 13,178.1 ) ( 13,875.4 )

Contributions from noncontrolling interest holders 3,120.8 3,078.2 —

7 unchanged sentences

Purchases of redeemable noncontrolling interests — ( 175.7 ) ( 861.7 )

Purchase of noncontrolling interest — — ( 68.5 )

Cash provided by financing activities 16,424.5 1,215.3 521.7

Cash (used for) provided by financing activities ( 1,423.2 ) 16,424.5 1,215.3

Net effect of changes in foreign currency exchange rates on cash and cash equivalents, and restricted cash ( 120.4 ) ( 70.3 ) ( 28.7 )

NET INCREASE IN CASH AND CASH EQUIVALENTS, AND RESTRICTED CASH 481.9 283.4 273.1

NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS, AND RESTRICTED CASH ( 202.6 ) 481.9 283.4

CASH AND CASH EQUIVALENTS, AND RESTRICTED CASH, BEGINNING OF YEAR 2,343.3 1,861.4 1,578.0

1 unchanged sentence

See accompanying notes to consolidated financial statements.

Table of Conten ts

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in millions, unless otherwise disclosed)

BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

3 unchanged sentences

Additionally, the Company offers tower-related services in the United States, which the Company refers to as its services operations.

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.

These services include site application, zoning and permitting (“AZP”), structural analysis and construction management, which primarily support the Company’s site leasing business, including the addition of new tenants and equipment on its sites.

The Company’s customers include its tenants, licensees and other payers.

17 unchanged sentences

tower leasing business, a majority of its U.S.

indoor DAS networks business, its Services and Data Centers segments, as well as most of its operations in Canada, Costa Rica, France, Germany, Mexico and Nigeria.

In January 2022, a majority of the Company’s operations in Ghana, Kenya, South Africa and Uganda became part of the REIT.

indoor DAS networks business, its Services and Data Centers segments, as well as most of its operations in Canada, Costa Rica, France, Germany, Ghana, Kenya, Mexico, Nigeria, South Africa and Uganda.

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.

As of December 31, 2021, the Company holds (i) a 52 % controlling interest in subsidiaries whose holdings consist of the Company’s operations in France, Germany, Poland and Spain (such subsidiaries collectively, “ATC Europe”) (Allianz and CDPQ (each as defined in note 16) hold the noncontrolling interests) and (ii) a 51 % controlling interest in a joint venture whose holdings consist of the Company’s operations in Bangladesh (Confidence Tower Holdings Ltd.

(“Confidence Group”) holds the noncontrolling interest).

As of December 31, 2022, the Company holds (i) a 52 % controlling interest in subsidiaries whose holdings consist of the Company’s operations in France, Germany, Poland and Spain (such subsidiaries collectively, “ATC Europe”) (Allianz and CDPQ (each as defined in note 15) hold the noncontrolling interests), (ii) a 51 % controlling interest in a joint venture whose holdings consist of the Company’s operations in Bangladesh (Confidence Tower Holdings Ltd.

(“Confidence Group”) holds the noncontrolling interest) and (iii) a common equity interest of approximately 72 % in the Company’s U.S.

data center business (Stonepeak (as defined and further discussed in note 15) holds approximately 28 % of the outstanding common equity and 100 % of the outstanding mandatorily convertible preferred equity).

As of December 31, 2022, ATC Europe holds an 87 % and an 83 % controlling interest in subsidiaries that consist of the Company’s operations in Germany and Spain, respectively (PGGM holds the noncontrolling interests).

See note 16 for a discussion of changes to the Company’s noncontrolling interests during the year ended December 31, 2021.

Change in Reportable Segments —During the fourth quarter of 2021, as a result of the Company’s acquisition of CoreSite Realty Corporation (“CoreSite,” and the acquisition, the “CoreSite Acquisition”), the Company updated its reportable segments to add a Data Centers segment.

The Data Centers segment is within the Company’s property operations.

The Company will now report its results in seven segments – U.S.

& Canada property (which includes all assets in the United States and Canada,

See note 15 for a discussion of changes to the Company’s noncontrolling interests during the years ended December 31, 2022 and 2021.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

1 unchanged sentence

(Tabular amounts in millions, unless otherwise disclosed)

other than the Company’s data center facilities and related assets), Asia-Pacific property, Africa property, Europe property, Latin America property, Data Centers and Services, which are discussed further in note 21.

The change in reportable segments had no impact on the Company’s consolidated financial statements for any prior periods.

Historical financial information included in this Annual Report on Form 10-K has not been adjusted as the amounts attributable to data center assets were insignificant as prior to the fourth quarter of 2021, the Company owned one data center.

Reportable Segments —The Company reports its results in seven segments – U.S.

& Canada property (which includes all assets in the United States and Canada, other than the Company’s data center facilities and related assets), Asia-Pacific property, Africa property, Europe property, Latin America property, Data Centers and Services, which are discussed further in note 20.

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.

20 unchanged sentences

Balance as of December 31, $ 438.7 $ 355.9 $ 247.6

_______________

(1) Year ended December 31, 2020 reflects the Company’s adoption of the current expected credit loss model for non-lease receivables.

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.

(2) Amounts are primarily related to uncollectible amounts in India.

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.

1 unchanged sentence

Dollars at the exchange rate in effect at the end of the applicable fiscal reporting period and all foreign currency revenues and expenses are translated at the average monthly exchange rates.

Translation adjustments are reflected in equity as a component of Accumulated other comprehensive loss

Translation adjustments are reflected in equity as a component of Accumulated other comprehensive loss (“AOCL”) in the consolidated balance sheets and included as a component of Comprehensive income in the consolidated statements of comprehensive income.

Gains and losses on foreign currency transactions are reflected in Other expense in the consolidated statements of operations.

However, the effect from fluctuations in foreign currency exchange rates on intercompany debt for which repayment is not

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

1 unchanged sentence

(Tabular amounts in millions, unless otherwise disclosed)

(“AOCL”) in the consolidated balance sheets and included as a component of Comprehensive income in the consolidated statements of comprehensive income.

Gains and losses on foreign currency transactions are reflected in Other expense in the consolidated statements of operations.

However, the effect from fluctuations in foreign currency exchange rates on intercompany debt for which repayment is not anticipated in the foreseeable future is reflected in AOCL in the consolidated balance sheets and included as a component of Comprehensive income.

anticipated in the foreseeable future is reflected in AOCL in the consolidated balance sheets and included as a component of Comprehensive income.

The Company recorded the following net foreign currency (gains) losses:

13 unchanged sentences

Total cash, cash equivalents and restricted cash $ 2,140.7 $ 2,343.3 $ 1,861.4

The increase in restricted cash during the year ended December 31, 2021 is due to advance payments from a customer.

Restricted cash as of December 31, 2021 included advance payments from a customer.

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.

5 unchanged sentences

Depreciation expense is recorded using the straight-line method over the assets’ estimated useful lives.

Towers and assets on leased land are depreciated over the shorter of the estimated useful life of the asset or the term of the corresponding ground lease, taking into consideration lease renewal options and residual value.

Towers and assets on leased land are depreciated over the estimated useful life of the asset taking into consideration the term of the corresponding ground lease and residual value.

Towers or assets acquired through finance leases are recorded net at the present value of future minimum lease payments or the fair value of the leased asset at the inception of the lease.

3 unchanged sentences

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.

The Company records impairment charges, which are discussed in note 17, in

The Company records impairment charges, which are discussed in note 16, 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.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

1 unchanged sentence

(Tabular amounts in millions, unless otherwise disclosed)

Other operating expenses in the consolidated statements of operations in the period in which the Company identifies such impairment.

Goodwill is recorded in the applicable segment and assessed for impairment at the reporting unit level.

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.

The key assumptions utilized in the discounted cash flow analysis include current operating performance, terminal revenue growth rate, management’s expectations of future operating results and cash requirements, the current weighted average cost of capital and an expected tax rate.

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.

1 unchanged sentence

The loss recognized is limited to the total amount of goodwill allocated to that reporting unit.

During the years ended December 31, 2021, 2020 and 2019, 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.

During the years ended December 31, 2022, 2021 and 2020, no potential goodwill 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 two 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.

The Company reviews its network location intangible assets for indicators of impairment on an individual tower basis.

Impairments primarily result from a site not having current tenant leases or from having expenses in excess of revenues.

The Company monitors its tenant-related intangible assets on a tenant by tenant basis for indicators of impairment, such as high levels of turnover or attrition, non-renewal of a significant number of contracts or the cancellation or termination of a relationship.

The Company monitors its tenant-related intangible assets on a tenant by tenant basis for indicators of impairment, such as high levels of turnover or attrition, the customer’s ability to meet its contractual obligations, non-renewal of a significant number of contracts or the cancellation or termination of a relationship.

The Company assesses recoverability by determining whether the carrying amount of the related assets will be recovered primarily through projected undiscounted future cash flows.

17 unchanged sentences

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.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in millions, unless otherwise disclosed)

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.

2 unchanged sentences

cost of asset removals;

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in millions, unless otherwise disclosed)

timing and number of site lease renewals;

15 unchanged sentences

Other Comprehensive Income (Loss) —Other comprehensive income (loss) refers to items excluded from net income that are recorded as an adjustment to equity, net of tax.

The Company’s other comprehensive income (loss) primarily consisted of changes in fair value of effective derivative cash flow hedges, foreign currency translation adjustments and reclassification of unrealized losses on effective derivative cash flow hedges.

The Company’s other comprehensive income (loss) primarily consisted of changes in fair value of effective derivative cash flow hedges, foreign currency translation adjustments, reclassification of unrealized losses on effective derivative cash flow hedges and other items.

The AOCL balance included accumulated foreign currency translation losses of $ 5.7 billion, $ 4.7 billion and $ 3.8 billion as of December 31, 2022, 2021 and 2020, respectively.

8 unchanged sentences

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.

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

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 and productive capacity of the asset.

When determining the fair value of intangible assets acquired and liabilities assumed, the Company must estimate the timing and amount of future cash flows, including rate and terms of renewal and attrition, and apply the applicable discount rate.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

1 unchanged sentence

(Tabular amounts in millions, unless otherwise disclosed)

economic useful life and productive capacity of the asset.

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.

Revenue —The Company’s revenue is derived from leasing the right to use its communications sites, the land on which the sites are located and its data center facilities (the “lease component”) and from the reimbursement of costs incurred by the Company in operating the communications sites and data center facilities and supporting its customers’ equipment as well as other services and contractual rights (the “non-lease component”).

Revenue —The Company’s revenue is derived from leasing the right to use its communications sites, the land on which the sites are located and the space in its data center facilities (the “lease component”) and from the reimbursement of costs incurred by the Company in operating the communications sites and data center facilities and supporting its customers’ equipment as well as other services and contractual rights (the “non-lease component”).

Most of the Company’s revenue is derived from leasing arrangements and is accounted for as lease revenue unless the timing and pattern of revenue recognition of the non-lease component differs from the lease component.

If the timing and pattern of the non-lease component revenue recognition differs from that of the lease component, the Company separately determines the stand-alone selling prices and pattern of revenue recognition for each performance obligation.

Revenue related to DAS networks and fiber and other related assets results from agreements with tenants are generally not accounted for as leases.

Revenue related to DAS networks and fiber and other related assets results from agreements with customers that are generally not accounted for as leases.

The Company’s revenue from leasing arrangements, including fixed escalation clauses present in non-cancellable lease arrangements, is reported on a straight-line basis over the term of the respective leases when collectibility is probable.

4 unchanged sentences

Performance obligations are satisfied over time for the duration of the arrangements.

Non-lease property revenue also includes revenue generated from interconnection services in the Company’s data center facilities.

Interconnection services are generally contracted on a month-to-month basis and are cancellable by the Company or the data center customer at any time.

Non-lease property revenue also includes revenue generated from interconnection offerings in the Company’s data center facilities.

Interconnection offerings are generally contracted on a month-to-month basis and are cancellable by the Company or the data center customer at any time.

Performance obligations are satisfied over time for the duration of the arrangements.

1 unchanged sentence

Services revenue— The Company offers tower-related services in the United States.

These services include AZP and structural analysis.

These services include AZP, structural analysis and construction management.

There is a single performance obligation related to AZP and revenue is recognized over time based on milestones achieved, which are determined based on costs expected to be incurred.

16 unchanged sentences

Total revenue $ 5,247.4 $ 1,077.0 $ 1,192.5 $ 735.7 $ 1,691.9 $ 766.6 $ 10,711.1

_______________

(1) Data Centers consists of the Company’s data center facilities located in the United States.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

3 unchanged sentences

& Canada Asia-Pacific Africa Europe Latin

America Total

America Data Centers Total

Non-lease property revenue $ 291.9 $ 8.8 $ 24.4 $ 7.6 $ 135.9 $ 1.3 $ 469.9

57 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.

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 assets.

The Company recognizes all stock-based compensation expense in Selling, general, administrative and development expense.

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.

17 unchanged sentences

For the years ended December 31, 2022, 2021 and 2020, the Company contributed $ 16.9 million, $ 14.9 million and $ 13.2 million to the plan, respectively.

Accounting Standards Updates

In March 2020, the Financial Accounting Standards Board (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.

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.

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.

In January 2021, the FASB issued additional guidance that clarifies that certain practical expedients and exceptions for contract modifications and hedge accounting apply to derivatives that are affected by reference rate reform.

As of December 31, 2021, 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 consolidated financial statements.

PREPAID AND OTHER CURRENT ASSETS

24 unchanged sentences

_______________

(1) Assets on leased land are depreciated over the shorter of the estimated useful life of the asset or the term of the corresponding ground lease taking into consideration lease renewal options and residual value.

(2) Includes fiber and DAS assets and also includes $ 1.5 billion of data center related assets acquired in connection with the CoreSite Acquisition.

(3) Includes $ 2.6 billion of data center related assets acquired in connection with the CoreSite Acquisition.

(1) Assets on leased land are depreciated over the estimated useful life of the asset taking into consideration the corresponding ground lease term and residual value.

(2) Includes fiber, DAS and data center related assets.

(3) Estimated useful lives apply to improvements only.

Total depreciation expense for the years ended December 31, 2022, 2021 and 2020 was $ 1,552.6 million, $ 1,036.2 million and $ 924.3 million, respectively.

Depreciation expense includes amounts related to finance lease assets for the years ended December 31, 2022, 2021 and 2020 of $ 145.4 million, $ 146.8 million and $ 153.0 million, respectively.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

1 unchanged sentence

(Tabular amounts in millions, unless otherwise disclosed)

Total depreciation expense for the years ended December 31, 2021, 2020 and 2019 was $ 1,036.2 million, $ 924.3 million and $ 905.5 million, respectively.

Depreciation expense includes amounts related to finance lease assets for the years ended December 31, 2021, 2020 and 2019 of $ 146.8 million, $ 153.0 million and $ 168.1 million, respectively.

Information about finance lease-related balances is as follows:

13 unchanged sentences

The Company determines if an arrangement is a lease at the inception of the agreement.

The Company considers an arrangement to be a lease if it conveys the right to control the use of the communications infrastructure or ground space underneath a communications infrastructure for a period of time in exchange for consideration.

The Company considers an arrangement to be a lease if it conveys the right to control the use of the communications infrastructure or ground space underneath communications infrastructure for a period of time in exchange for consideration.

The Company is both a lessor and a lessee.

15 unchanged sentences

Communications infrastructure assets are depreciated over their estimated useful lives, which generally do not exceed twenty years .

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in millions, unless otherwise disclosed)

As of December 31, 2022, the Company does not have any material related party leases as a lessor.

1 unchanged sentence

The Company generally does not enter into sales-type leases or direct financing leases.

The Company’s leases generally do not include any incentives for the lessee, however, if incentives are present, they are evaluated to determine proper treatment and, to the extent present, are recorded in Other current assets and Other non-current assets in the consolidated balance sheets.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in millions, unless otherwise disclosed)

Other non-current assets in the consolidated balance sheets and amortized over the corresponding lease term as a component of revenue.

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 revenue.

Accordingly, the Company assumes that it will have access to the land underneath its sites when calculating future minimum rental receipts.

Historically, the Company has been able to successfully renew its applicable leases as needed to ensure continuation of its revenue.

Accordingly, the Company assumes that it will have access to the communications infrastructure or ground space underlying its sites when calculating future minimum rental receipts through the end of the respective terms.

Future minimum rental receipts expected under non-cancellable operating lease agreements as of December 31, 2022, were as follows:

5 unchanged sentences

(1) Balances are translated at the applicable period-end exchange rate, which may impact comparability between periods.

(2) Balances represent contractual amounts owned with no adjustments made for expected collectibility.

Lessee —The Company enters into arrangements as a lessee primarily for ground space underneath its communications sites.

63 unchanged sentences

_______________

(1) Amount includes new operating leases and leases acquired in connection with acquisitions, including $ 1.4 billion related to the Telxius Acquisition (as defined in note 6).

(1) Amount includes new operating leases and leases acquired in connection with acquisitions.

For the year ended December 31, 2021, includes $ 1.4 billion related to the Telxius Acquisition (as defined in note 6).

As of December 31, 2022, the Company does not have material operating or financing leases that have not yet commenced.

14 unchanged sentences

(1) Balances are translated at the applicable period-end exchange rate, which may impact comparability between periods.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in millions, unless otherwise disclosed)

GOODWILL AND OTHER INTANGIBLE ASSETS

6 unchanged sentences

Balance as of December 31, 2021 $ 4,648.4 $ 990.1 $ 612.2 $ 3,230.4 $ 888.6 $ 2,978.4 $ 2.0 $ 13,350.1

Additions and adjustments (2) ( 103.1 ) ( 9.7 ) — 3,186.0 331.0 2,978.4 — 6,382.6

Adjustments (2) — — — 3.6 ( 16.9 ) ( 58.4 ) — ( 71.7 )

Other (3) ( 7.4 ) — — — — — — ( 7.4 )

Effect of foreign currency translation ( 3.5 ) ( 100.9 ) ( 63.7 ) ( 190.0 ) 43.8 — — ( 314.3 )

1 unchanged sentence

_______________

& Canada and Asia-Pacific consist of an aggregate of $ 1.4 billion of additions related to the InSite Acquisition (as defined in note 6).

Africa consists of measurement period adjustments related to the acquisition of Eaton Towers Holdings Limited (the “Eaton Towers Acquisition”).

& Canada consists of measurement period adjustments related to the InSite Acquisition.

Asia-Pacific consists of $ 9.2 million of additions related to the Bangladesh Acquisition (as discussed in note 6) and measurement period adjustments related to the InSite Acquisition.

& Canada consists of measurement period adjustments related to the acquisition of InSite Wireless Group, LLC (the “InSite Acquisition”).

Asia-Pacific consists of $ 9.2 million of additions related to the acquisition of Kirtonkhola Tower Bangladesh Limited and measurement period adjustments related to the InSite Acquisition.

Europe and Latin America consist of additions and measurement period adjustments related to the Telxius Acquisition (as defined in note 6).

Data Centers consists of $ 3.0 billion of additions related to data center acquisitions, primarily from the CoreSite Acquisition.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in millions, unless otherwise disclosed)

Data Centers consists of $ 3.0 billion of additions related to data center acquisitions, primarily from the CoreSite Acquisition (as defined in note 6).

(2) Europe and Latin America consist of measurement period adjustments related to the Telxius Acquisition.

Data Centers consists of measurement period adjustments related to the CoreSite Acquisition.

(3) Other represents the goodwill associated with certain operations acquired in connection with the InSite Acquisition.

These business operations were sold during the year ended December 31, 2022.

The Company’s other intangible assets subject to amortization consisted of the following:

15 unchanged sentences

(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.

(2) In connection with the CoreSite Acquisition, the Company acquired $ 1.7 billion of other intangible assets.

The acquired other intangible assets will amortize over periods ranging from approximately two years to 10 years.

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 tower communications infrastructure.

2 unchanged sentences

In place lease value represents the fair value of costs avoided in securing data center customers, including vacancy periods, legal costs and commissions.

In addition, this value also includes assumptions on similar costs avoided upon the renewal or extension of existing leases on a basis consistent with occupancy assumptions used in the fair value of other assets.

The Company amortizes its acquired network location intangibles and tenant-related intangibles on a straight-line basis over their estimated useful lives.

In place lease value also includes assumptions on similar costs avoided upon the renewal or extension of existing leases on a basis consistent with occupancy assumptions used in the fair value of other assets.

The Company amortizes its acquired intangible assets on a straight-line basis over their estimated useful lives.

As of December 31, 2022, the remaining weighted average amortization period of the Company’s intangible assets wa s 15 years .

Amortization of intangible assets for the years ended December 31, 2021, 2020 and 2019 was $ 1.2 billion, $ 867.2 million and $ 791.3 million, respectively.

Amortization of intangible assets for the years ended December 31, 2022, 2021 and 2020 was $ 1.7 billion, $ 1.2 billion and $ 0.9 billion, respectively.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in millions, unless otherwise disclosed)

Based on current exchange rates, the Company expects to record amortization expense as follows over the next five years:

4 unchanged sentences

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).

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.

The fair value of these net assets acquired are based on management’s estimates and assumptions, as well as other information compiled by management, including valuations that utilize customary valuation procedures and techniques.

While the Company believes that such preliminary estimates provide a reasonable basis for estimating the fair value of assets acquired and liabilities assumed, it evaluates any necessary information prior to finalization of the fair value.

During the measurement period for those

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in millions, unless otherwise disclosed)

acquisitions accounted for as business combinations, the Company will adjust assets or liabilities if new information is obtained about facts and circumstances that existed as of the acquisition date that, if known, would have resulted in the revised estimated values of those assets or liabilities as of that date.

During the measurement period for those acquisitions accounted for as business combinations, the Company will adjust assets or liabilities if new information is obtained about facts and circumstances that existed as of the acquisition date that, if known, would have resulted in the revised estimated values of those assets or liabilities as of that date.

Impact of current year acquisitions —The Company typically acquires communications sites and other communications infrastructure assets from wireless carriers or other tower operators and subsequently integrates those sites and related assets into its existing portfolio of communications sites and related assets.

In the United States, the Company has also acquired data center facilities and related assets, including the CoreSite Acquisition, as discussed below.

In the United States, acquisitions may also include data center facilities and related assets.

The financial results of the Company’s acquisitions have been included in the Company’s consolidated statements of operations for the year ended December 31, 2022 from the date of the respective acquisition.

The date of acquisition, and by extension the point at which the Company begins to recognize the results of an acquisition, may depend on, among other things, the receipt of contractual consents, the commencement and extent of leasing arrangements and the timing of the transfer of title or rights to the assets, which may be accomplished in phases.

Sites acquired from communications service providers may never have been operated as a business and may instead have been utilized solely by the seller as a component of its network infrastructure.

Communications sites acquired from communications service providers may never have been operated as a business and may instead have been utilized solely by the seller as a component of its network infrastructure.

An acquisition may or may not involve the transfer of business operations or employees.

10 unchanged sentences

During the years ended December 31, 2022, 2021 and 2020, the Company recorded net benefits of $ 15.1 million, $ 17.6 million and $ 4.4 million related to pre-acquisition contingencies and settlements, respectively.

The increase in acquisition and merger related costs during the year ended December 31, 2021 was primarily associated with the Telxius Acquisition and the CoreSite Acquisition.

The year ended December 31, 2022 included acquisition and merger related costs associated with the Stonepeak Transaction (as defined in note 15).

The year ended

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in millions, unless otherwise disclosed)

December 31, 2021 included acquisition and merger related costs associated with the Telxius Acquisition and the CoreSite Acquisition (each as defined below).

2022 Transactions

2 unchanged sentences

Acquisitions completed in 2022 were included in all of the Company’s property segments.

Data Centers Acquisition— On October 5, 2021, the Company completed the acquisition of two multi-customer data center facilities in the United States markets for total consideration of approximately $ 200.6 million.

The acquired assets and operations are included in the Data Centers segment.

This acquisition is being accounted for as a business combination and is subject to post-closing adjustments.

This acquisition is included in the table below in “Other.”

CoreSite Acquisition —On November 14, 2021, the Company entered into an agreement with CoreSite to acquire all issued and outstanding shares of CoreSite common stock at $ 170.00 per share.

CoreSite’s portfolio consisted of 24 data center facilities and related assets in eight United States markets.

On December 28, 2021, the Company completed the CoreSite Acquisition for total consideration of approximately $ 10.4 billion, including the assumption and repayment of CoreSite’s existing debt.

The acquired assets and operations are included in the Data Centers segment.

The CoreSite Acquisition was accounted for as a business combination and is subject to post-closing adjustments.

Spain Fiber Acquisition —During the year ended December 31, 2022, the Company acquired fiber connected to the Company’s communications sites in Spain from Telefónica de España S.A.U.

for an aggregate total purchase price of 120.1 million Euro (“EUR”) (approximately $ 128.8 million at the dates of closing), including value added tax.

This acquisition is being accounted for as an asset acquisition and is included in the table below in “Other.”

New Zealand Acquisition —During the year ended December 31, 2022, the Company, through its recently formed New Zealand subsidiary, acquired land under carrier or other third-party communications sites in New Zealand from Clearspan Pty Ltd for total consideration of 50.1 million New Zealand Dollars (approximately $ 28.7 million at the date of closing) (the “New Zealand Acquisition”).

The New Zealand Acquisition is being accounted for as an asset acquisition and is included in the table below in “Other.”

Other Acquisitions— During the year ended December 31, 2022, the Company acquired a total of 507 communications sites, as well as other communications infrastructure assets, in the United States, Canada, France, Mexico, Nigeria and Poland, including 441 communications sites in connection with the Company’s agreements with Orange S.A.

(“Orange”) as further described below, for an aggregate purchase price of $ 298.9 million.

Of the aggregate purchase price, $ 61.2 million is reflected as a payable in the consolidated balance sheet as of December 31, 2022.

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 2022 acquisitions based upon their estimated fair value at the date of acquisition:

Current assets $ 48.4

Property and equipment 198.8

Intangible assets (1):

Tenant-related intangible assets 196.0

Network location intangible assets 31.7

Other non-current assets 23.2

Current liabilities ( 2.2 )

Deferred tax liability ( 7.6 )

Other non-current liabilities ( 31.9 )

Net assets acquired 456.4

Fair value of net assets acquired 456.4

Purchase price $ 456.4

______________

(1) Tenant-related intangible assets and network location intangible assets are amortized on a straight-line basis over the estimated useful lives of the assets.

Other Signed Acquisitions

Orange Acquisition— On November 28, 2019, 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 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.

During the years ended December 31, 2020 and 2021, the Company acquired 1,197 of these communications sites.

During the year ended December 31, 2022, the Company acquired an additional 441 of these communications sites.

The remaining communications sites are expected to continue to close in tranches, subject to customary closing conditions.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

1 unchanged sentence

(Tabular amounts in millions, unless otherwise disclosed)

Communications Sites

2021 Transactions

Telxius Acquisition —On January 13, 2021, the Company entered into two agreements with Telxius Telecom, S.A.

(“Telxius”), a subsidiary of Telefónica, S.A., pursuant to which the Company agreed 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 Euros (“EUR”) (approximately $ 9.4 billion at the date of signing) (the “Telxius Acquisition”), subject to certain adjustments.

(“Telxius”), a subsidiary of Telefónica, S.A., pursuant to which the Company agreed 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 “Telxius Acquisition”), subject to certain adjustments.

In June 2021, the Company completed the acquisition of nearly 20,000 communications sites in Germany and Spain, for total consideration of approximately 6.3 billion EUR (approximately $ 7.7 billion at the date of closing), subject to certain post-closing adjustments and over 7,000 communications sites in Brazil, Peru, Chile and Argentina, for total consideration of approximately 0.9 billion EUR (approximately $ 1.1 billion at the date of closing), subject to certain post-closing adjustments.

2 unchanged sentences

The acquired operations in Germany and Spain are included in the Europe property segment and the acquired operations in Brazil, Peru, Chile and Argentina are included in the Latin America property segment.

The Telxius Acquisition was accounted for as a business combination and is subject to post-closing adjustments.

Subsequent to the acquisition dates, certain adjustments were made to increase assets by $ 6.0 million and reduce liabilities by $ 58.7 million, with a corresponding decrease in goodwill of $ 64.7 million.

There were no other material post-closing adjustments.

The full reconciliation and finalization of the assets acquired and liabilities assumed, including those subject to valuation, have not been completed and, as a result, there may be additional 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.

and Entel Peru S.A.

(“Entel”) for total consideration of approximately $ 0.8 billion (as of the date of signing).

The Company completed the acquisition of approximately 2,400 communications sites in December 2019 and an additional 530 communications sites pursuant to this agreement during the year ended December 31, 2020.

During the year ended December 31, 2021, the Company completed the acquisition of the remaining 156 communications sites pursuant to this agreement for an aggregate total purchase price of $ 44.5 million (as of the dates of acquisition), including value added tax, which have been accounted for as an acquisition of assets and are included in the table below in “Other.”

Bangladesh Acquisition —During the year ended December 31, 2021, the Company acquired a 51 % controlling interest in Kirtonkhola Tower Bangladesh Limited (“KTBL”) for 900 million Bangladeshi Taka (“BDT”) (approximately $ 10.6 million at the date of closing).

Confidence Group holds a 49 % noncontrolling interest in KTBL.

This acquisition is being accounted for as a business combination and is subject to post-closing adjustments.

This acquisition is included in the table below in “Other.”

Other Acquisitions— During the year ended December 31, 2021, the Company acquired a total of 1,309 communications sites as well as other communications infrastructure assets, in the United States, France, Mexico, Nigeria, Peru and Poland, including 633 communications sites in connection with the Company’s agreements with Orange S.A.

(“Orange”) as further described below, for an aggregate purchase price of $ 565.6 million.

Of the aggregate purchase price, $ 89.8 million is reflected as a payable in the consolidated balance sheet as of December 31, 2021.

These acquisitions were primarily accounted for as asset acquisitions and are included in the table below in “Other.”

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in millions, unless otherwise disclosed)

The following table summarizes the allocations of the purchase prices for the fiscal year 2021 acquisitions based upon their estimated fair value at the date of acquisition:

CoreSite Acquisition Telxius Acquisition Other (1)

The Telxius Acquisition was accounted for as a business combination and the allocation of the purchase price was finalized during the year ended December 31, 2022.

The following table summarizes the preliminary and final allocations of the purchase price paid and the amounts of assets acquired and liabilities assumed for the Telxius Acquisition based upon its estimated fair value at the date of acquisition.

Balances are reflected in the accompanying consolidated balance sheet as of December 31, 2022.

Preliminary Allocation (1) Final Allocation

Current assets $ 289.0 $ 284.1

3 unchanged sentences

Network location intangible assets 675.8 674.5

Other intangible assets 1,709.0 — 1.7

Other non-current assets 1,380.3 1,463.4

5 unchanged sentences

Fair value of net assets acquired 9,589.8 9,569.3

Debt assumed (4) ( 955.1 ) — —

Noncontrolling interest — — ( 10.2 )

Purchase price $ 9,589.8 $ 9,569.3

_______________

(1) Includes 21 sites in Peru held pursuant to long-term finance leases.

(2) Tenant-related intangible assets and network location intangible assets are amortized on a straight-line basis generally over a 20 year period.

Other intangible assets are amortized on a straight-line basis generally over periods of up to 20 years.

The CoreSite other intangible assets will amortize over periods ranging from approximately two years to 10 years.

(3) The Company expects goodwill to be partially deductible for tax purposes.

(4) The CoreSite Acquisition debt assumed includes $ 875.0 million of CoreSite’s indebtedness and a fair value adjustment of $ 80.1 million.

The fair value adjustment was based primarily on reported market values using Level 2 inputs.

(5) The CoreSite Acquisition purchase price includes $ 17.1 million of consideration related to the fair value of certain equity awards previously granted by CoreSite under its equity plan that the Company assumed and converted into corresponding equity awards with respect to shares of the Company’s common stock (the “CoreSite Replacement Awards”).

The CoreSite Replacement Awards will continue to vest in accordance with the terms of CoreSite’s equity plan.

The fair value of the CoreSite Replacement Awards for services rendered through December 28, 2021, the CoreSite Acquisition date, was recognized as a component of the purchase price, with the remaining fair value of the CoreSite Replacement Awards related to the post-combination services recorded as stock-based compensation over the remaining vesting period.

Other Signed Acquisitions

During the year ended December 31, 2020, the Company completed the acquisition of 564 of these communications sites.

During the year ended December 31, 2021, the Company completed the acquisition of an additional 633 of these communications sites.

The remaining communications sites are expected to continue to close in tranches, subject to customary closing conditions.

2020 Transactions

InSite Acquisition —On December 23, 2020, the Company acquired 100 % of the outstanding units of IWG Holdings, LLC, the parent company of InSite Wireless Group, LLC (“InSite”), which owned, operated and managed approximately 3,000 communications sites in the United States and Canada (the “InSite Acquisition”).

The portfolio included approximately 1,400 owned towers in the United States, over 200 owned towers in Canada and approximately 40 DAS networks in the United States.

In addition, the portfolio included more than 600 land parcels under communications sites in the United States, Canada and Australia, as well as approximately 400 rooftop sites.

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.

The InSite Acquisition was accounted for as a business combination and the allocation of the purchase price was finalized during the year ended December 31, 2021.

(1) Balances reflect the preliminary allocation as of September 30, 2021 following the August 2, 2021 closing of the second tranche of the Telxius Acquisition in Germany.

(2) Tenant-related intangible assets and network location intangible assets are amortized on a straight-line basis over the estimated useful lives of the assets.

CoreSite Acquisition —On November 14, 2021, the Company entered into an agreement with CoreSite Realty Corporation (“CoreSite”) to acquire all issued and outstanding shares of CoreSite common stock at $ 170.00 per share.

CoreSite’s portfolio consisted of 24 data center facilities and related assets in eight United States markets.

On December 28, 2021, the Company completed the CoreSite Acquisition for total consideration of approximately $ 10.4 billion, including the assumption and repayment of CoreSite’s existing debt (the “CoreSite Acquisition”).

The acquired assets and operations are included in the Data Centers segment.

The CoreSite Acquisition was accounted for as a business combination.

The allocation of the purchase price was finalized during the year ended December 31, 2022.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

1 unchanged sentence

(Tabular amounts in millions, unless otherwise disclosed)

The following table summarizes the preliminary and final allocations of the purchase price paid and the amounts of assets acquired and liabilities assumed for the InSite Acquisition based upon its estimated fair value at the date of acquisition.

The following table summarizes the preliminary and final allocations of the purchase price paid and the amounts of assets acquired and liabilities assumed for the CoreSite Acquisition based upon its estimated fair value at the date of acquisition.

Balances are reflected in the accompanying consolidated balance sheet as of December 31, 2022.

4 unchanged sentences

Tenant-related intangible assets 665.0 655.0

Network location intangible assets 622.7 610.3

Other intangible assets 1,709.0 1,636.3

1 unchanged sentence

Current liabilities ( 156.6 ) ( 156.2 )

Deferred tax liability ( 116.3 ) ( 34.0 )

Other non-current liabilities ( 323.1 ) ( 340.6 )

5 unchanged sentences

_______________

(1) Tenant-related intangible assets and network location intangible assets are amortized on a straight-line basis over periods of up to 20 years.

(2) The Company expects goodwill to be partially deductible for tax purposes.

(3) InSite Acquisition debt assumed includes $ 763.5 million of InSite’s indebtedness and a fair value adjustment of $ 36.5 million.

(1) Tenant-related intangible assets are amortized on a straight-line basis over a 10 year period.

Other intangible assets are amortized on a straight-line basis over the estimated useful lives of the assets.

(2) The CoreSite Acquisition debt assumed included $ 875.0 million of CoreSite’s indebtedness and a fair value adjustment of $ 80.1 million.

The fair value adjustment was based primarily on reported market values using Level 2 inputs.

(3) The CoreSite Acquisition purchase price included $ 17.1 million of consideration related to the fair value of certain equity awards previously granted by CoreSite under its equity plan that the Company assumed and converted into corresponding equity awards with respect to shares of the Company’s common stock (the “CoreSite Replacement Awards”).

The CoreSite Replacement Awards continue to vest in accordance with the terms of CoreSite’s equity plan.

Pro Forma Consolidated Results (Unaudited)

31 unchanged sentences

December 31, 2022 December 31, 2021 Contractual Interest Rate (1) Maturity Date (1)

2020 Term Loan (2) — 749.4 N/A N/A

2021 Multicurrency Credit Facility (2) (3) 3,788.7 4,388.4 4.683 % June 30, 2025

2 unchanged sentences

2021 EUR Three Year Delayed Draw Term Loan (2) (3) 882.9 937.6 2.730 % May 28, 2024

2021 USD 364-Day Delayed Draw Term Loan (3) 2,998.5 — 1.250 % December 28, 2022

2021 USD 364-Day Delayed Draw Term Loan (4) — 2,998.5 N/A N/A

2021 USD Two Year Delayed Draw Term Loan (2) 1,499.3 1,498.4 5.563 % December 28, 2023

2.250 % senior notes (5)

600.3 605.1 2.250 % January 15, 2022

4.70 % senior notes (6)

— 699.0 4.700 % N/A

— 600.3 N/A N/A

3.50 % senior notes (6)

37 unchanged sentences

3.650 % senior notes

643.3 — 3.650 % March 15, 2027

3.55 % senior notes

746.3 745.5 3.550 % July 15, 2027

26 unchanged sentences

4.050 % senior notes

642.2 — 4.050 % March 15, 2032

1.250 % senior notes (7)

528.5 561.2 1.250 % May 21, 2033

12 unchanged sentences

Series 2015-2 Notes (9) 523.4 522.7 3.482 % June 16, 2025

InSite Debt (10) — 800.0 N/A N/A

CoreSite Debt (11) 955.1 — Various Various

CoreSite Debt (10) — 955.1 N/A N/A

Other subsidiary debt (11) 16.2 8.0 Various Various

7 unchanged sentences

interest rate does not reflect the impact of the interest rate swap agreements.

(2) Repaid in full on February 5, 2021 using borrowings under the 2021 Multicurrency Credit Facility (as defined below) and cash on hand.

(2) Accrues interest at a variable rate.

(4) As of December 31, 2021 reflects borrowings denominated in EUR and, for the 2021 Multicurrency Credit Facility, reflects borrowings denominated in both EUR and U.S.

(3) Reflects borrowings denominated in EUR and, for the 2021 Multicurrency Credit Facility (as defined below), reflects borrowings denominated in both EUR and U.S.

Dollars (“USD”).

(4) Repaid in full during the year ended December 31, 2022 using proceeds from (i) the issuance of the 3.650 % Notes and the 4.050 % Notes (each as defined below), (ii) the June 2022 common stock offering (as further discussed in note 14), (iii) the Stonepeak Transaction (as defined and further discussed in note 15) and (iv) cash on hand.

(5) Repaid in full on January 14, 2022 using borrowings under the 2021 Credit Facility (as defined below).

(6) Repaid in full on October 18, 2021 with cash on hand.

(6) Repaid in full on January 31, 2023 using borrowings under the 2021 Credit Facility .

(7) Notes are denominated in EUR.

3 unchanged sentences

final legal maturity is June 15, 2050.

(10) Debt entered into by certain InSite subsidiaries assumed in connection with the InSite Acquisition (the “InSite Debt”).

On January 15, 2021, all amounts outstanding under the InSite Debt were repaid.

(10) Debt entered into by CoreSite assumed in connection with the CoreSite Acquisition (the “CoreSite Debt”).

On January 7, 2022, all amounts outstanding under the CoreSite Debt were repaid using borrowings under the 2021 Multicurrency Credit Facility and cash on hand.

(12) Includes the Kenya Debt and the U.S.

(11) Includes the Nigeria Letters of Credit (as defined below).

As of December 31, 2021, also included the Kenya Debt and the U.S.

Subsidiary Debt (each as defined below).

As of December 31, 2020 also included Colombian Credit Facility (as defined below).

Current portion of long-term obligations — The Company’s current portion of long-term obligations primarily includes (i) $ 600.0 million aggregate principal amount of 2.250 % senior unsecured notes due January 15, 2022 (the “ 2.250 % Notes”), (ii) $ 3.0 billion in borrowings under the 2021 USD 364-Day Delayed Draw Term Loan (as defined below) and (iii) the CoreSite Debt.

Current portion of long-term obligations — The Company’s current portion of long-term obligations primarily includes (i) $ 1.5 billion in borrowings under the 2021 USD Two Year Delayed Draw Term Loan (as defined below), (ii) $ 1.3 billion aggregate principal amount of the Company’s Secured Tower Revenue Securities, Series 2013-2A due March 15, 2023, (iii) $ 1.0 billion aggregate principal amount of the Company’s 3.50 % senior unsecured notes due January 31, 2023 (the “ 3.50 % Notes”) and (iv) $ 700.0 million aggregate principal amount of the Company’s 3.000 % senior unsecured notes due June 15, 2023.

American Tower Corporation Debt

Bank Facilities

Amendments to Bank Facilities —On February 10, 2021, the Company amended and restated its senior unsecured multicurrency revolving credit facility (as amended, the “2021 Multicurrency Credit Facility”) and its senior unsecured revolving credit facility (as amended, the “2021 Credit Facility”) and amended its unsecured term loan, as amended and restated as described below (as amended, the “2021 Term Loan”).

These amendments, among other things,

extended the maturity dates by one year to June 28, 2024 and January 31, 2026 for the 2021 Multicurrency Credit Facility and the 2021 Credit Facility, respectively;

increased the commitments under the 2021 Multicurrency Credit Facility and the 2021 Credit Facility to $ 4.1 billion and $ 2.9 billion, respectively;

increased the maximum Revolving Loan Commitments, after giving effect to any Incremental Commitments (each as defined in the loan agreements for each of the 2021 Multicurrency Credit Facility and the 2021 Credit Facility) to $ 6.1 billion and $ 4.4 billion under the 2021 Multicurrency Credit Facility and the 2021 Credit Facility, respectively;

expanded the sublimit for multicurrency borrowings under the 2021 Multicurrency Credit Facility from $ 1.0 billion to $ 3.0 billion and add a EUR borrowing option for the 2021 Credit Facility with a $ 1.5 billion sublimit;

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in millions, unless otherwise disclosed)

amended 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 Telxius Acquisition, which began with the quarter ended June 30, 2021, 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));

amended 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;

increased the threshold for certain defaults with respect to judgments, attachments or acceleration of indebtedness from $ 400.0 million to $ 500.0 million.

On December 8, 2021, the Company amended and restated the agreements for the 2021 Multicurrency Credit Facility, the 2021 Credit Facility and the 2021 Term Loan, and amended the 2021 EUR Three Year Delayed Draw Term Loan (as defined below).

These amendments, among other things,

extended the maturity dates to June 30, 2025, January 31, 2027 and January 31, 2027 for the 2021 Multicurrency Credit Facility, the 2021 Credit Facility and the 2021 Term Loan, respectively;

increased the commitments under the 2021 Multicurrency Credit Facility, the 2021 Credit Facility and the 2021 Term Loan to $ 6.0 billion, $ 4.0 billion and $ 1.0 billion, respectively, of which an aggregate of approximately $ 5.1 billion under these facilities was used to finance the CoreSite Acquisition;

increased the maximum Revolving Loan Commitments, after giving effect to any Incremental Commitments (each as defined in the 2021 Multicurrency Credit Facility and the 2021 Credit Facility) to $ 8.0 billion and $ 5.5 billion under the 2021 Multicurrency Credit Facility and the 2021 Credit Facility, respectively;

amended the limitation of the Company's permitted ratio of Total Debt to Adjusted EBITDA (each as defined in each of the loans) to be no greater than 7.50 to 1.00 for the four fiscal quarters following the consummation of the CoreSite Acquisition, which began with the quarter ended December 31, 2021, stepping down to 6.00 to 1.00 (with a further step up to 7.50 to 1.00 if the Company consummates a Qualified Acquisition (as defined in each of the agreements));

expanded the sublimit for multicurrency borrowings under the 2021 Multicurrency Credit Facility and the 2021 Credit Facility from $ 3.0 billion and $ 1.5 billion to $ 3.5 billion and $ 2.5 billion, respectively;

increased the threshold for certain defaults with respect to judgments, attachments or acceleration of indebtedness

from $ 500.0 million to $ 600.0 million.

2021 Multicurrency Credit Facility— During the year ended December 31, 2021, the Company borrowed an aggregate of $ 7.8 billion, including an aggregate of 2.4 billion EUR ($ 2.9 billion as of the borrowing dates), and repaid an aggregate of $ 3.4 billion of revolving indebtedness, including an aggregate of 1.3 billion EUR ($ 1.5 billion as of the repayment date) primarily using proceeds from the ATC Europe Transactions (as defined in note 16), under the 2021 Multicurrency Credit Facility.

The Company used the borrowings to fund the Telxius Acquisition and the CoreSite Acquisition, to repay existing indebtedness, including the InSite Debt and its $ 750.0 million unsecured term loan due February 12, 2021 (the “2020 Term Loan”), and for general corporate purposes.

2021 Credit Facility— During the year ended December 31, 2021, the Company borrowed an aggregate of $ 4.9 billion, including an aggregate of 1.2 billion EUR ($ 1.5 billion as of the borrowing dates), and repaid an aggregate of $ 5.8 billion of revolving indebtedness, including an aggregate of 1.2 billion EUR ($ 1.4 billion as of the repayment date) primarily using proceeds from the ATC Europe Transactions, under the 2021 Credit Facility.

The Company used the borrowings to fund the Telxius Acquisition and the CoreSite Acquisition and for general corporate purposes.

Repayment of the 2020 Term Loan —On February 5, 2021, the Company repaid all amounts outstanding under the 2020 Term Loan using borrowings under the 2021 Multicurrency Credit Facility and cash on hand.

2021 Term Loan— On September 27, 2021, the Company repaid $ 500.0 million of indebtedness under the 2021 Term Loan using proceeds from the issuance of the 1.450 % Notes, the 2.300 % Notes and the 2.950 % Notes (each as defined below).

On December 28, 2021, the Company borrowed $ 500.0 million under the 2021 Term Loan, which was used to fund the CoreSite Acquisition.

As of December 31, 2021, $ 1.0 billion is outstanding under the 2021 Term Loan.

2021 Multicurrency Credit Facility— During the year ended December 31, 2022, the Company borrowed an aggregate of $ 850.0 million and repaid an aggregate of $ 1.4 billion of revolving indebtedness under the Company’s $ 6.0 billion senior unsecured multicurrency revolving credit facility, as amended and restated in December 2021 (the “2021 Multicurrency Credit Facility”).

The Company used the borrowings to repay outstanding indebtedness, including the CoreSite Debt, and for general corporate purposes.

2021 Credit Facility— During the year ended December 31, 2022, the Company borrowed an aggregate of $ 3.3 billion and repaid an aggregate of $ 3.7 billion of revolving indebtedness under the Company’s $ 4.0 billion senior unsecured revolving credit facility, as amended and restated in December 2021 (the “2021 Credit Facility”).

The Company used the borrowings to repay outstanding indebtedness, including the 2.250 % Notes (as defined below), and for general corporate purposes.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

1 unchanged sentence

(Tabular amounts in millions, unless otherwise disclosed)

2021 EUR 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 were used to fund the Telxius Acquisition (the “2021 EUR 364-Day Delayed Draw Term Loan”), and which was subsequently repaid in full as described below, and (ii) an 825.0 million EUR (approximately $ 1.0 billion at the date of signing) unsecured term loan, the proceeds of which were used to fund the Telxius Acquisition, with a maturity date that is three years from the date of the first draw thereunder (the “2021 EUR Three Year Delayed Draw Term Loan,” and, together with the 2021 EUR 364-Day Delayed Draw Term Loan, the “2021 EUR Delayed Draw Term Loans”).

The 2021 EUR Three Year Delayed Draw Term Loan bears interest at either (i) a base rate plus and applicable margin or (ii) a Eurocurrency rate plus an applicable margin, in each case, subject to adjustments based on the Company’s senior unsecured debt rating, which, based on the Company’s current debt ratings, is 1.125 % above the Euro Interbank Offered Rate (“EURIBOR”).

On May 28, 2021, the Company borrowed 1.1 billion EUR ($ 1.3 billion as of the borrowing date) under the 2021 EUR 364-Day Delayed Draw Term Loan and 825.0 million EUR ($ 1.0 billion as of the borrowing date) under the 2021 EUR Three Year Delayed Draw Term Loan.

The Company used the borrowings to fund the Telxius Acquisition.

On September 16, 2021, the Company repaid 420.0 million EUR ($ 494.2 million as of the repayment date) under the 2021 EUR 364-Day Delayed Draw Term Loan using proceeds from the ATC Europe Transactions.

On October 7, 2021, the Company repaid all remaining amounts outstanding under the 2021 EUR 364-Day Delayed Draw Term Loan using proceeds from the issuance of the 0.400 % Notes and the 0.950 % Notes (each as defined below).

2021 USD Delayed Draw Term Loans —On December 8, 2021, the Company entered into (i) a $ 3.0 billion unsecured term loan, the proceeds of which were used to fund the CoreSite Acquisition, with a maturity date that is 364 days from the date of the first draw thereunder (the “2021 USD 364-Day Delayed Draw Term Loan”) and (ii) a $ 1.5 billion unsecured term loan, the proceeds of which were used to fund the CoreSite Acquisition, with a maturity date that is two years from the date of the first draw thereunder (the “2021 USD Two Year Delayed Draw Term Loan” and, together with the 2021 USD 364-Day Delayed Draw Term Loan, the “2021 USD Delayed Draw Term Loans”).

The 2021 USD Delayed Draw Term Loans bear interest at either (i) a base rate plus an applicable margin or (ii) a Eurocurrency rate plus an applicable margin, in each case, subject to adjustments based on the senior unsecured debt rating of the Company, which, based on the Company’s current debt ratings, is 1.125 % above LIBOR.

On December 28, 2021, the Company borrowed $ 3.0 billion under the 2021 USD 364-Day Delayed Draw Term Loan and $ 1.5 billion under the 2021 USD Two Year Delayed Draw Term Loan.

The Company used the borrowings to fund the CoreSite Acquisition.

Bridge Facilities —In connection with entering into the Telxius Acquisition, the Company entered into a commitment letter (the “BofA Commitment Letter”), dated January 13, 2021, with Bank of America, N.A.

and BofA Securities, Inc.

(together, “BofA”) pursuant to which BofA had, with respect to bridge financing, committed to provide up to 7.5 billion EUR (approximately $ 9.1 billion at the date of signing) in bridge loans (the “BofA Bridge Loan Commitment”) to ensure financing for the Telxius Acquisition.

Effective February 10, 2021, the BofA 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 2021 Multicurrency Credit Facility, the 2021 Credit Facility and the 2021 EUR Delayed Draw Term Loans, as described above.

The BofA Bridge Loan Commitment was further reduced as a result of the May 2021 common stock offering, as further described in note 16.

Effective May 24, 2021, upon receipt of the proceeds from the issuance of the 0.450 % Notes, the 0.875 % Notes and the 1.250 % Notes, the Company determined that it had adequate cash resources and undrawn availability under its revolving credit facilities and the 2021 EUR Delayed Draw Term Loans to fund the cash consideration payable in connection with the Telxius Acquisition and terminated the BofA Commitment Letter.

The Company did not make any borrowings under the BofA Bridge Loan Commitment.

In connection with entering into the CoreSite Acquisition, the Company entered into a commitment letter, dated November 14, 2021, with JPMorgan Chase Bank, N.A.

(“JPM”) pursuant to which JPM had, with respect to bridge financing, committed to provide up to $ 10.5 billion in bridge loans (the “JPM Bridge Loan Commitment”) to ensure financing for the CoreSite Acquisition.

Effective December 8, 2021 the JPM Bridge Loan Commitment was fully terminated as a result of the $ 10.5 billion in committed amounts available under the 2021 Multicurrency Credit Facility, the 2021 Credit Facility, the 2021 Term Loan and the 2021 USD Delayed Draw Term Loans, as described above.

The Company did not make any borrowings under the JPM Bridge Loan Commitment.

As of December 31, 2021, the key terms under the 2021 Multicurrency Credit Facility, the 2021 Credit Facility, the 2021 Term Loan, the 2021 EUR Three Year Delayed Draw Term Loan, the 2021 USD 364-Day Delayed Draw Term Loan and the 2021 USD Two Year Delayed Draw Term Loan were as follows:

Repayments under the 2021 USD 364-Day Delayed Draw Term Loan —On April 6, 2022, the Company repaid $ 100.0 million of indebtedness under the Company’s $ 3.0 billion unsecured term loan entered into in December 2021 (the “2021 USD 364-Day Delayed Draw Term Loan”) using proceeds from the issuance of the 3.650 % Notes and the 4.050 % Notes (each as defined below) and cash on hand.

On June 10, 2022, the Company repaid $ 2.3 billion of indebtedness under the 2021 USD 364-Day Delayed Draw Term Loan using proceeds from the June 2022 common stock offering (as further discussed in note 14) and cash on hand.

On August 11, 2022, the Company repaid all remaining amounts outstanding under the 2021 USD 364-Day Delayed Draw Term Loan using proceeds from the initial closing of the Stonepeak Transaction (as defined and further discussed in note 15).

As of December 31, 2022, the key terms under the 2021 Multicurrency Credit Facility, the 2021 Credit Facility, the Company’s $ 1.0 billion unsecured term loan, as amended and restated in December 2021 (the “2021 Term Loan”), the Company’s 825.0 million EUR unsecured term loan, as amended in December 2021 (the “2021 EUR Three Year Delayed Draw Term Loan”) and the Company’s $ 1.5 billion unsecured term loan entered into in December 2021 (the “2021 USD Two Year Delayed Draw Term Loan”) were as follows:

Outstanding Principal Balance Undrawn letters of credit Maturity Date Current margin over LIBOR or EURIBOR (1) Current commitment fee (2)

3 unchanged sentences

2021 EUR Three Year Delayed Draw Term Loan 883.2 N/A May 28, 2024 1.125 % N/A

2021 USD 364-Day Delayed Draw Term Loan 3,000.0 N/A December 28, 2022 1.125 % N/A

2021 USD Two Year Delayed Draw Term Loan 1,500.0 N/A December 28, 2023 1.125 % N/A

_______________

(1) LIBOR applies to the USD denominated borrowings under the 2021 Multicurrency Credit Facility, the 2021 Credit Facility, the 2021 Term Loan, the 2021 USD 364-Day Delayed Draw Term Loan and the 2021 USD Two Year Delayed Draw Term Loan.

EURIBOR applies to the EUR denominated borrowings under the 2021 Multicurrency Credit Facility and all of the borrowings under the 2021 EUR Three Year Delayed Draw Term Loan.

(1) London Interbank Offered Rate (“LIBOR”) applies to the USD denominated borrowings under the 2021 Multicurrency Credit Facility, the 2021 Credit Facility, the 2021 Term Loan and the 2021 USD Two Year Delayed Draw Term Loan.

Euro Interbank Offer Rate (“EURIBOR”) applies to the EUR denominated borrowings under the 2021 Multicurrency Credit Facility and all of the borrowings under the 2021 EUR Three Year Delayed Draw Term Loan.

(2) Fee on undrawn portion of each credit facility.

(3) Subject to two optional renewal periods.

The loan agreements for each of the 2021 Multicurrency Credit Facility, the 2021 Credit Facility, the 2021 Term Loan, the 2021 EUR Three Year Delayed Draw Term Loan, the 2021 USD 364-Day Delayed Draw Term Loan and the 2021 USD Two Year Delayed Draw 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.

The loan agreements for each of the 2021 Multicurrency Credit Facility, the 2021 Credit Facility, the 2021 Term Loan, the 2021 EUR Three Year Delayed Draw Term Loan and the 2021 USD Two Year Delayed Draw 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 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 under the applicable agreement, including all accrued interest and unpaid fees, becoming immediately due and payable.

Repayments of Senior Notes

Repayment of 4.70 % Senior Notes— On October 18, 2021, the Company redeemed all of its 4.70 % senior unsecured notes due 2022 (the “ 4.70 % Notes”) at a price equal to 101.7270 % of the principal amount, plus accrued and unpaid interest up to, but excluding October 18, 2021, for an aggregate redemption price of approximately $ 715.1 million, including $ 3.0 million in accrued and unpaid interest.

The Company recorded a loss on retirement of long-term obligations of approximately $ 12.4 million, which included prepayment consideration of $ 12.1 million and the associated unamortized discount and deferred financing costs.

The redemption was funded with cash on hand.

Upon completion of this redemption, none of the 4.70 % Notes remained outstanding.

Offerings of Senior Notes

1.600 % Senior Notes and 2.700 % Senior Notes Offering— On March 29, 2021, the Company completed a registered public offering of $ 700.0 million aggregate principal amount of 1.600 % senior unsecured notes due 2026 (the “ 1.600 % Notes”) and $ 700.0 million aggregate principal amount of 2.700 % senior unsecured notes due 2031 (the “ 2.700 % Notes”).

The net proceeds from this offering were approximately $ 1,386.3 million , after deducting commissions and estimated expenses.

The Company used all of the net proceeds to repay existing indebtedness under the 2021 Multicurrency Credit Facility.

0.450 % Senior Notes, 0.875 % Senior Notes and 1.250 % Senior Notes Offering— On May 21, 2021, the Company completed a registered public offering of 750.0 million EUR ($ 913.7 million at the date of issuance) aggregate principal amount of 0.450 % senior unsecured notes due 2027 (the “ 0.450 % Notes”), 750.0 million EUR ($ 913.7 million at the date of issuance) aggregate principal amount of 0.875 % senior unsecured notes due 2029 (the “ 0.875 % Notes”) and 500.0 million EUR ($ 609.1 million at the date of issuance) aggregate principal amount of 1.250 % senior unsecured notes due 2033 (the “ 1.250 % Notes”).

The net proceeds from this offering were approximately 1,983.1 million EUR (approximately $ 2,415.8 million at the date of issuance ) , after deducting commissions and estimated expenses.

The Company used all of the net proceeds to fund the Telxius Acquisition.

1.450 % Senior Notes, 2.300 % Senior Notes and 2.950 % Senior Notes Offering —On September 27, 2021, the Company completed a registered public offering of $ 600.0 million aggregate principal amount of 1.450 % senior unsecured notes due 2026 (the “ 1.450 % Notes”), $ 700.0 million aggregate principal amount of 2.300 % senior unsecured notes due 2031 (the

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in millions, unless otherwise disclosed)

“ 2.300 % Notes”) and $ 500.0 million aggregate principal amount through a reopening of its 2.950 % senior unsecured notes due 2051, originally issued on November 20, 2020 (the “ 2.950 % Notes”).

Repayment of Senior Notes

Repayment of 2.250 % Senior Notes— On January 14, 2022, the Company repaid $ 600.0 million aggregate principal amount of the Company’s 2.250 % senior unsecured notes due 2022 (the “ 2.250 % Notes”) upon their maturity.

The 2.250 % Notes were repaid using borrowings under the 2021 Credit Facility.

Upon completion of the repayment, none of the 2.250 % Notes remained outstanding.

Offering of Senior Notes

3.650 % Senior Notes and 4.050 % Senior Notes Offering— On April 1, 2022, the Company completed a registered public offering of $ 650.0 million aggregate principal amount of 3.650 % senior unsecured notes due 2027 (the “ 3.650 % Notes”) and $ 650.0 million aggregate principal amount of 4.050 % senior unsecured notes due 2032 (the “ 4.050 % Notes”).

The net proceeds from this offering were approximately $ 1,282.6 million, after deducting commissions and estimated expenses.

The Company used the net proceeds to repay existing indebtedness under the 2021 Term Loan and for general corporate purposes.

0.400 % Senior Notes and 0.950 % Senior Notes Offering— On October 5, 2021, the Company completed a registered public offering of 500.0 million EUR ($ 579.9 million at the date of issuance) aggregate principal amount of 0.400 % senior unsecured notes due 2027 (the “ 0.400 % Notes”) and 500.0 million EUR ($ 579.9 million at the date of issuance) aggregate principal amount of 0.950 % senior unsecured notes due 2030 (the “ 0.950 % Notes” and, collectively with the 1.600 % Notes, the 2.700 % Notes, the 0.450 % Notes, the 0.875 % Notes, the 1.250 % Notes, the 1.450 % Notes, the 2.300 % Notes, the 2.950 % Notes and the 0.400 % Notes, the “Notes”).

The net proceeds from this offering were approximately 987.7 million EUR (approximately $ 1,145.6 million at the date of issuance), after deducting commissions and estimated expenses.

The Company used the net proceeds to repay existing EUR denominated indebtedness under the 2021 Multicurrency Credit Facility and the 2021 EUR 364-Day Delayed Draw Term Loan.

The Company used the net proceeds to repay existing indebtedness under the 2021 Multicurrency Credit Facility, the 2021 Credit Facility and the 2021 USD 364-Day Delayed Draw Term Loan.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

5 unchanged sentences

payments due (2) Issue Date Par Call Date (3)

2.250 % Notes (4)

$ 600.0 $ 0.3 $ 5.1 January 15 and July 15 September 30, 2016 N/A

1,000.0 ( 0.2 ) ( 2.1 ) January 31 and July 31 January 8, 2013 N/A

35 unchanged sentences

535.3 ( 4.9 ) ( 6.1 ) February 15 October 5, 2021 December 15, 2026

3.650 % Notes

650.0 ( 6.7 ) — March 15 and September 15 April 1, 2022 February 15, 2027

750.0 ( 3.7 ) ( 4.5 ) January 15 and July 15 June 30, 2017 April 15, 2027

26 unchanged sentences

4.050 % Notes

650.0 ( 7.8 ) — March 15 and September 15 April 1, 2022 December 15, 2031

1.250 % Notes (6)

535.3 ( 6.8 ) ( 7.4 ) May 21 May 21, 2021 February 21, 2033

15 unchanged sentences

(4) Includes $( 4.9 ) million and $ 11.8 million fair value adjustment due to interest rate swaps in 2022 and 2021, respectively.

(5) Includes $ 11.8 million and $ 25.1 million fair value adjustment due to interest rate swaps in 2021 and 2020, respectively.

(6) The original issue date for the 5.00 % Notes was August 19, 2013.

(5) The original issue date for the initial 5.00 % Notes was August 19, 2013.

The issue date for the reopened 5.00 % Notes was January 10, 2014.

13 unchanged sentences

The Company has several securitizations in place.

Cash flows generated by the sites that secure the securitized debt of the Company are only available for payment of such debt and are not available to pay the Company’s other obligations or the claims of its creditors.

Cash flows generated by the communications sites that secure the securitized debt of the Company are only available for payment of such debt and are not available to pay the Company’s other obligations or the claims of its creditors.

However, subject to certain restrictions, the Company holds the right to receive the excess cash flows not needed to service the securitized debt and other obligations arising out of the securitizations.

The securitized debt is the obligation of the issuers thereof or borrowers thereunder, as applicable, and their subsidiaries, and not of the Company or its other subsidiaries.

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”).

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.

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, which were subsequently repaid on the June 2020 payment date, and $ 525.0 million of American Tower Secured Revenue Notes, Series 2015-2, Class A (the “Series 2015-2 Notes”).

The Series 2015-2 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.

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.

The repayment was funded with cash on hand.

The outstanding Series 2015-2 Notes are secured by (i) mortgages, deeds of trust and deeds to secure debt on substantially all of the 3,516 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.

American Tower Holding Sub II, LLC, whose only material assets are its equity interests in GTP Acquisition Partners, has guaranteed

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

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

1 unchanged sentence

(Tabular amounts in millions, unless otherwise disclosed)

repayment of the Series 2015-2 Notes and pledged its equity interests in GTP Acquisition Partners as security for such payment obligations.

Securities, Series 2018-1, Subclass A (the “Series 2018-1A Securities”).

To satisfy the applicable risk retention requirements of Regulation RR promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act” and, such requirements, the “Risk Retention Rules”), the Trust issued, and one of the Company’s affiliates purchased, $ 26.4 million aggregate principal amount of Secured Tower Revenue Securities, Series 2018-1, Subclass R (the “Series 2018-1R Securities” and, together with the Series 2018-1A Securities, the “2018 Securities”) to retain an “eligible horizontal residual interest” (as defined in the Risk Retention Rules) in an amount equal to at least 5% of the fair value of the 2018 Securities.

15 unchanged sentences

If the DSCR were equal to or below 1.30 x (the “Cash Trap DSCR”) for any quarter, then all cash flow in excess of amounts required to make debt service payments, fund required reserves, pay management fees and budgeted operating expenses and make other payments required under the applicable transaction documents, referred to as excess cash flow, will be deposited into a reserve account (the “Cash Trap Reserve Account”) instead of being released to the AMT Asset Subs or GTP Acquisition Partners, as applicable.

The funds in the Cash Trap Reserve

The funds in the Cash Trap Reserve Account will not be released to the AMT Asset Subs or GTP Acquisition Partners, as applicable, unless the DSCR exceeds the Cash Trap DSCR for two consecutive calendar quarters.

Additionally, an “amortization period” commences if, as of the end of any calendar quarter, the DSCR is equal to or below 1.15 x (the “Minimum DSCR”) and will continue to exist until the DSCR exceeds the Minimum DSCR for two consecutive calendar quarters.

With respect to the Trust Securities, an “amortization period” also commences if, on the anticipated

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

1 unchanged sentence

(Tabular amounts in millions, unless otherwise disclosed)

Account will not be released to the AMT Asset Subs or GTP Acquisition Partners, as applicable, unless the DSCR exceeds the Cash Trap DSCR for two consecutive calendar quarters.

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.

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.

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.

7 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.

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.

With respect to the Series 2015-2 Notes, upon the occurrence of, and during, an event of default, the applicable trustee may, in its discretion or at the direction of holders of more than 50 % of the aggregate outstanding principal of the Series 2015-2 Notes, declare such notes immediately due and payable, in which case any excess cash flow would need to be used to pay holders of such notes.

2 unchanged sentences

The $ 68.7 million held in the reserve accounts with respect to the Trust Securitizations and the $ 9.7 million held in the reserve accounts with respect to the 2015 Securitization as of December 31, 2022 are classified as Restricted cash on the Company’s accompanying consolidated balance sheets.

India Indebtedness — The India indebtedness includes several working capital facilities, most of which are subject to annual renewal, and an overdraft facility.

The working capital facilities bear interest at rates that consist of the applicable bank’s Marginal Cost of Funds based Lending Rate (as defined in the applicable agreement), plus a spread.

India Indebtedness — The India indebtedness includes several working capital facilities, most of which are subject to annual renewal.

The working capital facilities bear interest at rates that consist of the applicable bank’s Marginal Cost of Funds based Lending Rate or Market Benchmark (as defined in the applicable agreement), plus a spread.

Generally, the working capital facilities are payable on demand prior to maturity.

The overdraft facility bears interest at the Overnight Mumbai Inter-Bank Offer Rate at the time of borrowing plus a spread.

As of December 31, 2022, the Company has not borrowed under these facilities.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in millions, unless otherwise disclosed)

Amounts outstanding and key terms of the India indebtedness consisted of the following as of December 31, 2022 (in millions, except percentages):

3 unchanged sentences

February 4, 2023 - October 22, 2023

Overdraft facility (2) — $ — N/A September 14, 2022

_______________

(1) 7.9 billion Indian Rupees (“INR”) ($ 95.6 million) of borrowing capacity as of December 31, 2022.

(2) 380.0 million INR ($ 5.1 million) of borrowing capacity as of December 31, 2021.

Other Subsidiary Debt — The Company’s other subsidiary debt as of December 31, 2021 includes (i) 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 (ii) U.S.

The Company has 0.2 billion INR (approximately $ 2.6 million) of bank guarantees outstanding included within the overall borrowing capacity.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in millions, unless otherwise disclosed)

Other Subsidiary Debt — The Company’s other subsidiary debt as of December 31, 2022 includes drawn letters of credit in Nigeria (the “Nigeria Letters of Credit”).

As of December 31, 2021, other subsidiary debt also included (i) a note entered into by one of the Company’s subsidiaries in October 2018 in connection with the acquisition of communications sites in Kenya (the “Kenya Debt”) and (ii) U.S.

subsidiary debt related to a seller-financed acquisition (the “U.S.

Subsidiary Debt”).

As of December 31, 2020, other subsidiary debt also included a long-term credit facility entered into by one of the Company’s Colombian subsidiaries in October 2014 (the “Colombian Credit Facility”).

Amounts outstanding and key terms of other subsidiary debt consisted of the following as of December 31, (in millions, except percentages):

Carrying Value

(Denominated Currency) (1) Carrying Value

(USD) Interest Rate Maturity Date

2021 2020 2021 2020

Colombian Credit Facility (2) — 40,000.0 $ — $ 11.6 N/A N/A

Kenya Debt (3) 7.4 20.1 $ 7.4 $ 20.1 8.00 % September 30, 2023

Subsidiary Debt (4) 0.6 1.2 $ 0.6 $ 1.2 — % January 1, 2022

Nigeria Letters of Credit (1) $ 16.2 $ — Various Various

Kenya Debt (2) $ — $ 7.4 N/A N/A

Subsidiary Debt (3) $ — $ 0.6 N/A N/A

_______________

(1) Includes applicable deferred financing costs.

(2) Denominated in Colombian Pesos (“COP”), with an original principal amount of 200.0 billion COP.

Debt accrued interest at a variable rate.

The loan agreement for the Colombian Credit Facility required that the borrower managed exposure to variability in interest rates on certain of the amounts outstanding under the Colombian Credit Facility.

On the April 24, 2021 maturity date, all amounts outstanding under the Colombia Credit Facility were repaid.

(1) Denominated in USD.

During the year ended December 31, 2022, we drew on letters of credit in Nigeria.

The drawn amounts bear interest at a rate equal to the Secured Overnight Financing Rate at the time of drawing plus a spread.

Amounts are due 270 days from the date of drawing.

(2) Denominated in USD, with an original principal amount of $ 51.8 million.

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.

In October 2021, the optional two year extension was exercised.

The loan agreement for the Kenya Debt required that the debt be paid either (i) in future installments subject to the satisfaction of specified conditions or (ii) five years from the note origination date, including the exercise of an optional two year extension, subject to the satisfaction of specified conditions.

As of December 31, 2022, there are no amounts outstanding under the Kenya Debt.

(3) Related to a seller-financed acquisition.

Denominated in USD with an original principal amount of $ 2.5 million.

Repaid in full during the year ended December 31, 2022.

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.

InSite Debt — The InSite Debt included securitizations entered into by certain InSite subsidiaries.

The Company acquired this debt in connection with the InSite Acquisition.

The InSite Debt was recorded at fair value upon acquisition.

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.

The Company recorded a loss on retirement of long-term obligations of approximately $ 25.7 million, which includes prepayment consideration partially offset by the unamortized fair value adjustment recorded upon acquisition.

The repayment of the InSite Debt was funded with borrowings under the 2021 Multicurrency Credit Facility and the 2021 Credit Facility and cash on hand.

CoreSite Debt — The CoreSite Debt included senior unsecured notes previously entered into by CoreSite.

3 unchanged sentences

The repayment of the CoreSite Debt was funded with borrowings under the 2021 Multicurrency Credit Facility and cash on hand.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in millions, unless otherwise disclosed)

As of December 31, 2021, the key terms of the CoreSite Debt were as follows:

Carrying Value Interest Rate Maturity Date

2023 Senior unsecured notes $ 156.7 4.19 % June 15, 2023

2024 Senior unsecured notes 185.1 3.91 % April 20, 2024

2026 Senior unsecured notes 219.4 4.11 % April 17, 2026

2027 Senior unsecured notes 163.9 3.75 % May 6, 2027

2029 Senior unsecured notes 230.0 4.31 % April 17, 2029

Total CoreSite Debt $ 955.1

Finance Lease Obligations —The Company’s finance lease obligations appro ximated $ 27.8 million and $ 31.6 million as of December 31, 2022 and 2021, respective ly.

7 unchanged sentences

Balance as of December 31, 2022 $ 38,670.2

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in millions, unless otherwise disclosed)

OTHER NON-CURRENT LIABILITIES

15 unchanged sentences

As of December 31, 2022, the estimated undiscounted future cash outlay for asset retirement obligations was $ 4.2 billion.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in millions, unless otherwise disclosed)

FAIR VALUE MEASUREMENTS

14 unchanged sentences

Fair value of debt related to interest rate swap agreements (2) $ ( 4.9 ) — — $ 12.2 — —

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in millions, unless otherwise disclosed)

_______________

1 unchanged sentence

Unrealized holding gains and losses for equity securities are recorded in Other income (expense) in the consolidated statements of operations in the current period.

During the year ended December 31, 2021 , the Company recognized unrealized gains of $ 6.1 million for equity securities held as of December 31, 2021.

During the years ended December 31, 2022 and 2021 , the Company recognized unrealized (losses) gains of $( 16.7 ) million and $ 6.1 million, respectively, for equity securities held as of December 31, 2022.

(2) Included in the carrying values of the corresponding debt obligations.

11 unchanged sentences

The interest rate swap agreements expired upon repayment of the 2.250 % Notes in full on January 14, 2022 upon maturity.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in millions, unless otherwise disclosed)

The fair value of the interest rate swap agreements in the United States at December 31, 2021 and 2020 was $ 11.0 million and $ 29.2 million, respectively, and was included in Other non-current assets on the consolidated balance sheets.

As of December 31, 2022, there were no amounts outstanding under the interest rate swap agreements under the 2.250 % Notes.

The fair value of the U.S.

interest rate swap liability of $ 6.2 million was included in accrued expenses on the consolidated balance sheets at December 31, 2022.

The fair value of the U.S.

interest rate swap asset of $ 11.0 million was included in Other non-current assets on the consolidated balance sheets at December 31, 2021.

During the year ended December 31, 2022, the Company recorded net fair value adjustments of $( 0.1 ) 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.

One of the Company’s Colombian subsidiaries was party to an interest rate swap agreement with certain lenders under the Colombian Credit Facility (the “Colombia Interest Rate Swap”).

The Colombia Interest Rate Swap, which was designated as a cash flow hedge at inception, was entered into to manage exposure to variability in interest rates on debt.

The Colombia Interest Rate Swap required the payment of a fixed interest rate of 5.37 % and paid variable interest at the three-month Inter-bank Rate through the earlier of termination of the underlying debt or April 24, 2021.

On April 24, 2021, the interest rate swap agreement with certain lenders under the Colombian Credit Facility expired upon maturity of the underlying debt.

As of December 31, 2021, there were no amounts outstanding under the Colombia Interest Rate Swap.

The fair value of the Colombia Interest Rate Swap as of December 31, 2020 was less than $ 0.1 million and was included in Other non-current liabilities on the consolidated balance sheets.

Items Measured at Fair Value on a Nonrecurring Basis

8 unchanged sentences

For long-term debt not actively traded, fair value is estimated using either indicative price quotes or a discounted cash flow analysis using rates for debt with similar terms and maturities.

As of December 31, 2021, the carrying value and fair value of long-term obligations, including the current portion, were $ 43.3 billion and $ 44.1 billion, respectively, of which $ 28.5 billion was measured using Level 1 inputs and $ 15.6 billion was measured using Level 2 inputs.

As of December 31, 2022, the carrying value and fair value of long-term obligations, including the current portion, were $ 38.7 billion and $ 35.1 billion, respectively, of which $ 24.5 billion was measured using Level 1 inputs and $ 10.6 billion was measured using

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in millions, unless otherwise disclosed)

Level 2 inputs.

4 unchanged sentences

The following information pertains to the Company’s income taxes on a consolidated basis.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in millions, unless otherwise disclosed)

The income tax provision from continuing operations consisted of the following:

7 unchanged sentences

Foreign 238.7 43.7 24.5

Income tax (provision) benefit $ ( 261.8 ) $ ( 129.6 ) $ 0.2

Income tax provision $ ( 24.0 ) $ ( 261.8 ) $ ( 129.6 )

The effective tax rate (“ETR”) on income from continuing operations for the years ended December 31, 2022, 2021 and 2020 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.

In addition, the Company is able to offset certain income by utilizing its remaining NOLs, subject to specified limitations.

For the year ended December 31, 2021, the change in the income tax provision was primarily attributable to increases in reserves for uncertain tax positions and tax audit settlements, primarily in the United States and Mexico, in the current year.

In 2019, there was an income tax law change in India that allows companies to elect into an optional concessional tax regime.

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.

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.

For the year ended December 31, 2022, the change in the income tax provision was primarily attributable to a reduction in taxable income due to impairment charges in India and the release of valuation allowances in certain jurisdictions.

The decrease in the income tax provision for the year ended December 31, 2022 included the reversal of valuation allowances of $ 76.5 million in certain jurisdictions, as compared to a reversal of $ 26.2 million for the year ended December 31, 2021.

These valuation allowance reversals were recognized as a reduction to the income tax provision as the net related deferred tax assets were deemed realizable based on changes in facts and circumstances relevant to the assets’ recoverability.

Reconciliation between the U.S.

7 unchanged sentences

Uncertain tax positions 2 4 1

Changes in tax laws — — ( 6 )

Impact from restructuring — — ( 1 )

Changes in valuation allowance ( 4 ) ( 0 ) ( 1 )

2 unchanged sentences

(1) As a result of the ability to utilize the dividends paid deduction to offset the Company’s REIT income and gains.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in millions, unless otherwise disclosed)

The domestic and foreign components of income from continuing operations before income taxes are as follows:

4 unchanged sentences

Total $ 1,720.7 $ 2,829.4 $ 1,821.1

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in millions, unless otherwise disclosed)

The components of the net deferred tax asset and liability and related valuation allowance were as follows:

13 unchanged sentences

Deferred rent ( 113.0 ) ( 108.1 )

Investment in affiliate (1) ( 0.6 ) ( 60.4 )

Other ( 24.0 ) ( 2.7 )

2 unchanged sentences

Net deferred tax liabilities $ ( 1,362.8 ) $ ( 1,699.3 )

_______________

(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.

13 unchanged sentences

(1) Includes net charges to expense and allowances established due to acquisition.

The recoverability of the Company’s deferred tax assets has been assessed utilizing projections based on its current operations.

Accordingly, the recoverability of the deferred tax assets is not dependent on material asset sales or other non-routine transactions.

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.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

1 unchanged sentence

(Tabular amounts in millions, unless otherwise disclosed)

The recoverability of the Company’s deferred tax assets has been assessed utilizing projections based on its current operations.

Accordingly, the recoverability of the deferred tax assets is not dependent on material asset sales or other non-routine transactions.

At December 31, 2022, the Company had net federal, state and foreign operating loss carryforwards available to reduce future taxable income.

25 unchanged sentences

During the year ended December 31, 2022, 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, which resulted in a decrease of $ 23.1 million in the liability for unrecognized tax benefits.

During the year ended December 31, 2021, 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, which resulted in a decrease of $ 54.2 million in the liability for unrecognized tax benefits.

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.

During the year ended December 31, 2019, 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 in the liability for unrecognized tax benefits.

The Company recorded penalties and tax-related interest expense to the tax provision of $ 20.6 million, $ 69.5 million and $ 16.4 million for the years ended December 31, 2022, 2021 and 2020, respectively.

During the year ended December 31, 2022, the Company reduced its liability for penalties and income tax-related interest expense related to uncertain tax positions by $ 19.9 million due to the expiration of the statute of limitations in certain jurisdictions and certain positions that were effectively settled.

In addition, as a result of a settlement in the United States, $ 45.8 million has been reclassified to Accrued income tax payable as of December 31, 2021.

During the years ended December 31, 2020 and 2019, the Company reduced its liability for penalties and income tax-related interest expense related to uncertain tax positions by $ 4.8 million and $ 2.7 million, respectively, due to the expiration of the statute of limitations in certain jurisdictions and certain positions that were effectively settled.

As of December 31, 2021 and 2020, the total amount of accrued income tax-related interest and penalties included in the consolidated balance sheets were $ 42.3 million and $ 34.4 million, respectively.

During the years ended December 31, 2021 and 2020, the Company reduced its liability for penalties and income tax-related interest expense related to uncertain tax positions by $ 14.6 million and $ 4.8 million, respectively, due to the expiration

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

1 unchanged sentence

(Tabular amounts in millions, unless otherwise disclosed)

of the statute of limitations in certain jurisdictions and certain positions that were effectively settled.

In addition, as a result of a settlement in the United States, $ 45.8 million was reclassified to Accrued income tax payable as of December 31, 2021.

As of December 31, 2022 and 2021, the total amount of accrued income tax-related interest and penalties included in the consolidated balance sheets were $ 43.3 million and $ 42.3 million, respectively.

The Company has filed for prior taxable years, and for its taxable year ended December 31, 2022 will file, numerous consolidated and separate income tax returns, including U.S.

19 unchanged sentences

_______________

(1) For the year ended December 31, 2021, stock-based compensation expense consisted of $ 119.5 million, included in selling, general, administrative and development expense.

(2) For the years ended December 31, 2020 and 2019, stock-based compensation expense consisted of (i) $ 1.9 million and $ 1.8 million, respectively, included in Property costs of operations, (ii) $ 1.1 million and $ 1.0 million, respectively, included in Services costs of operations and (iii) $ 117.8 million and $ 108.6 million, respectively, included in selling, general, administrative and development expense.

For the years ended December 31, 2020 and 2019, stock-based compensation expense capitalized as property and equipment was $ 1.7 million and $ 1.6 million, respectively.

(1) For the years ended December 31, 2022 and 2021, stock-based compensation expense is included in selling, general, administrative and development expense.

(2) For the year ended December 31, 2020, stock-based compensation expense consisted of (i) $ 1.9 million included in Property costs of operations, (ii) $ 1.1 million included in Services costs of operations and (iii) $ 117.8 million included in selling, general, administrative and development expense.

For the year ended December 31, 2020, stock-based compensation expense capitalized as property and equipment was $ 1.7 million.

Stock Options —There were no options granted during the years ended December 31, 2022, 2021 and 2020.

43 unchanged sentences

Granted (3) 715,093 242.76 107,035 233.49

CoreSite replacement awards (3) 134,469 288.49 — —

Vested and Released (4) ( 553,181 ) 205.03 ( 98,188 ) 185.16

2 unchanged sentences

Expected to vest as of December 31, 2022 1,382,879 $ 230.80 276,468 $ 226.40

Vested and deferred as of December 31, 2021 (5) 17,121 $ 202.61 — $ —

_______________

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in millions, unless otherwise disclosed)

(1) RSUs include 125,841 shares of the CoreSite Replacement Awards.

(2) PSUs consist of the target number of shares issuable at the end of the three-year performance period for the 2021 PSUs and the 2020 PSUs (each as defined below), or 98,694 and 70,739 shares, respectively, and the shares issuable at the end of the three-year vesting period for the PSUs granted in 2019 (the “2019 PSUs”), based on achievement against the performance metrics for the three-year performance period, or 98,188 shares.

(2) PSUs consist of the target number of shares issuable at the end of the three-year performance period for the 2021 PSUs (as defined below), or 98,694 shares.

(3) PSUs consist of the target number of shares issuable at the end of the three-year performance period for the 2022 PSUs, or 98,542 shares.

PSUs also includes the shares above target that are issuable for the 2020 PSUs at the end of the three-year performance cycle based on exceeding the performance metric for the three-year performance period, or 8,493 shares.

(3) As discussed in note 6, pursuant to the terms of the CoreSite Acquisition, the Company issued the CoreSite Replacement Awards.

The CoreSite Replacement Awards will continue to vest in accordance with the terms of CoreSite’s equity plan.

The fair value of the CoreSite Replacement Awards for services rendered through December 28, 2021, the CoreSite Acquisition date, was recognized as a component of the purchase price, with the remaining fair value of the CoreSite Replacement Awards related to the post-combination services to be recorded as stock-based compensation over the remaining vesting period.

As of December 31, 2021, total unrecognized compensation expense related to the CoreSite Replacement Awards was $ 21.7 million and is expected to be recognized over a weighted average period of approximately two years .

(4) Includes 58,204 of previously vested and deferred RSUs.

(4) Includes 17,121 shares of previously vested and deferred RSUs.

PSUs consist of shares vested pursuant to the 2019 PSUs.

There are no additional shares to be earned related to the 2018 PSUs.

(5) Vested and deferred RSUs are related to deferred compensation for certain former employees.

There are no additional shares to be earned related to the 2019 PSU.

The total fair value of RSUs and PSUs that vested during the year ended December 31, 2022 was $ 153.1 million.

Restricted Stock Units— As of December 31, 2021, total unrecognized compensation expense related to unvested RSUs granted under the 2007 Plan was $ 152.1 million and is expected to be recognized over a weighted average period of approximately two years .

Restricted Stock Units— As of December 31, 2022, total unrecognized compensation expense related to unvested RSUs granted under the 2007 Plan, including the CoreSite Replacement Awards, was $ 170.9 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).

Performance-Based Restricted Stock Units— During the years ended December 31, 2021, 2020 and 2019, the Company’s Compensation Committee granted an aggregate of 98,694 PSUs (the “2021 PSUs”), 110,925 PSUs (the “2020 PSUs”) and 114,823 PSUs (the “2019 PSUs”), respectively, to its executive officers and established the performance metrics for these awards.

During the year ended December 31, 2020, in connection with the retirement of the Company’s former Chief Executive Officer, an aggregate of 68,120 shares underlying the 2020 PSUs and the 2019 PSUs were forfeited, which included the target number of shares issuable at the end of the three-year performance period for such executive’s 2020 PSUs and the pro-rated target number of shares issuable at the end of the three-year performance period for such executive’s 2019 PSUs as calculated pursuant to the award agreement related to the 2019 PSUs.

In December 2021, in connection with the CoreSite Acquisition, the Company assumed and converted certain equity awards previously

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in millions, unless otherwise disclosed)

granted by CoreSite under its equity plan into corresponding CoreSite Replacement Awards.

As of December 31, 2022, total unrecognized compensation expense related to the CoreSite Replacement Awards was $ 6.5 million and is expected to be recognized over a weighted average period of approximately one year .

Performance-Based Restricted Stock Units— During the year ended December 31, 2022, the Company’s Compensation Committee (the “Compensation Committee”) granted an aggregate of 98,542 PSUs (the “2022 PSUs”) to its executive officers and established the performance metrics for these awards.

During the years ended December 31, 2021 and 2020, the Company’s Compensation Committee granted an aggregate of 98,694 PSUs (the “2021 PSUs”), 110,925 PSUs (the “2020 PSUs”), respectively, to its executive officers and established the performance metrics for these awards.

During the year ended December 31, 2020, in connection with the retirement of the Company’s former Chief Executive Officer, an aggregate of 40,186 shares underlying the 2020 PSUs were forfeited, which included the target number of shares issuable at the end of the three-year performance period for such executive’s 2020 PSUs.

Threshold, target and maximum parameters were established for the metrics for a three-year performance period with respect to each of the 2022 PSUs, the 2021 PSUs and the 2020 PSUs and will be used to calculate the number of shares that will be issuable when each award vests, which may range from zero to 200 % of the target amounts.

5 unchanged sentences

The weighted-average period over which the cost will be recognized is approximately two years .

REDEEMABLE NONCONTROLLING INTERESTS

India Redeemable Noncontrolling Interests —On April 21, 2016, the Company, through its wholly owned subsidiary, ATC Asia Pacific Pte.

Ltd., acquired a 51 % controlling ownership interest in ATC TIPL (formerly Viom), a telecommunications infrastructure company that owns and operates wireless communications towers and indoor DAS networks in India (the “Viom Acquisition”), which was subsequently merged with the Company’s existing India property operations.

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:

Tata Sons Limited (“Tata Sons”), Tata Teleservices Limited (“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 provided the Remaining Shareholders with put options, which allowed them to sell outstanding shares of ATC TIPL to the Company, and the Company with call options, which allowed it to buy the noncontrolling shares of

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in millions, unless otherwise disclosed)

The put options, which were not under the Company’s control, could not be separated from the noncontrolling interests.

As a result, the combination of the noncontrolling interests and the redemption feature required classification as redeemable noncontrolling interests in the consolidated balance sheet, separate from equity.

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 %.

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).

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 %.

During the year ended December 31, 2021, the Company redeemed 100 % of Macquarie’s combined holdings in ATC TIPL, for total consideration of INR 12.9 billion (approximately $ 173.2 million at the date of redemption).

The redemption is reflected in the consolidated statements of equity as (i) an increase in Additional Paid-in Capital of $ 84.2 million and (ii) an increase in Accumulated other comprehensive loss of $ 46.3 million.

As a result of the redemption, the Company now holds a 100 % ownership interest in ATC TIPL.

Other Redeemable Noncontrolling Interests —During the year ended December 31, 2020, the Company completed the acquisition of MTN Group Limited’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 %.

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 owned and operated wireless communications towers in France.

During the year ended December 31, 2021, the Company liquidated its interests in Eure-et-Loir for total consideration of 2.2 million EUR (approximately $ 2.5 million at the date of redemption).

The changes in Redeemable noncontrolling interests for the years ended December 31, 2021, 2020 and 2019 were as follows:

Year Ended December 31,

2021 2020 2019

Balance as of January 1, $ 212.1 $ 1,096.5 $ 1,004.8

Additions to redeemable noncontrolling interests — — 525.7

Net income attributable to noncontrolling interests 6.4 6.6 35.8

Adjustment to noncontrolling interest redemption value 1.2 ( 14.0 ) ( 35.8 )

Adjustment to noncontrolling interest due to purchase ( 37.9 ) — —

Purchase of redeemable noncontrolling interest ( 175.7 ) ( 861.7 ) ( 425.7 )

Foreign currency translation adjustment attributable to noncontrolling interests ( 6.1 ) ( 15.3 ) ( 8.3 )

Balance as of December 31, $ — $ 212.1 $ 1,096.5

Dividends —The Company may pay dividends in cash or, subject to certain limitations, in shares of common stock or any combination of cash and shares of common stock.

1 unchanged sentence

During the year ended December 31, 2022, the Company received an aggregate of $ 32.4 million in proceeds upon exercises of stock options and sales pursuant to the ESPP.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in millions, unless otherwise disclosed)

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”).

2 unchanged sentences

As of December 31, 2022, the Company has no t sold any shares of common stock under the 2020 ATM Program.

Common Stock Offering — On May 10, 2021, the Company completed a registered public offering of 9,000,000 shares of its common stock, par value $ 0.01 per share, at $ 244.75 per share.

On May 10, 2021, the Company issued an additional 900,000 shares of its common stock in connection with the underwriters’ exercise in full of their over-allotment option.

Common Stock Offering — On June 7, 2022, the Company completed a registered public offering of 9,185,000 shares of its common stock, par value $ 0.01 per share, (which includes the full exercise of the underwriters’ over-allotment option) at $ 256.00 per share.

Aggregate net proceeds from this offering were approximately $ 2.3 billion after deducting underwriting discounts and estimated offering expenses.

The Company used the net proceeds to finance the Telxius Acquisition.

The Company used the net proceeds to repay existing indebtedness under the 2021 USD 364-Day Delayed Draw Term Loan.

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”).

In December 2017, the Board of Directors approved an additional stock repurchase program, pursuant to which the Company is authorized to repurchase up to $ 2.0 billion of its common stock (the “2017 Buyback,” and, together with the 2011 Buyback, the “Buyback Programs”).

During the year ended December 31, 2021, there were no repurchases under either of the Buyback Programs.

As of December 31, 2021, the Company has repurchased a total of 14,361,283 shares of its common stock under the 2011 Buyback for an aggregate of $ 1.5 billion, including commissions and fees.

During the year ended December 31, 2022, the Company repurchased 90,042 shares of its common stock under the 2011 Buyback for an aggregate of $ 18.8 million, including commissions and fees.

As of December 31, 2022, the Company has

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in millions, unless otherwise disclosed)

repurchased a total of 14,451,325 shares of its common stock under the 2011 Buyback for an aggregate of $ 1.5 billion, including commissions and fees.

There were no repurchases under the 2017 Buyback.

21 unchanged sentences

_______________

(1) Excludes dividend declared on December 7, 2022 of $ 1.56 per share, which was paid on February 2, 2023 to common stockholders of record at the close of business on December 28, 2022 and which will apply to the 2023 tax year.

(2) Includes dividend declared on December 15, 2021 of $ 1.39 per share, which was paid on January 14, 2022 to common stockholders of record at the close of business on December 27, 2021.

Also includes 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 applied to the 2021 tax year.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in millions, unless otherwise disclosed)

(3) 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 applied to the 2021 tax year.

4 unchanged sentences

NONCONTROLLING INTERESTS

Dividend to noncontrolling interest —Certain of the Company’s subsidiaries may, from time to time, declare dividends.

During the year ended December 31, 2021, AT Iberia C.V.

declared a dividend of 14.0 million EUR (approximately $ 15.9 million) payable pursuant to the terms of the ownership agreements to ATC Europe and PGGM in proportion to their respective equity interests in AT Iberia C.V.

During the year ended December 31, 2020, the subsidiary that primarily consisted of the Company’s operations in France, Germany and Poland (“Former ATC Europe”) declared a dividend of 13.2 million EUR (approximately $ 16.2 million as of December 31, 2020) payable in cash to the Company and PGGM in proportion to their respective equity interests in Former ATC Europe.

The dividend was paid on January 6, 2021.

Purchase of Interests —During the year ended December 31, 2021, the Company purchased the remaining minority interests held in a subsidiary in the United States for total consideration of $ 6.0 million.

Purchase of Interests —In March 2021, the Company purchased the remaining minority interests held in a subsidiary in the United States for total consideration of $ 6.0 million.

The purchase price was settled with unregistered shares of the Company’s common stock, in lieu of cash.

The Company now owns 100 % of the subsidiary as a result of the purchase.

Reorganization of European Interests —During the year ended December 31, 2021, in connection with the funding of the Telxius Acquisition, the Company completed a reorganization of its subsidiaries in Europe.

Reorganization of European Interests —In June 2021, in connection with the funding of the Telxius Acquisition, the Company completed a reorganization of its subsidiaries in Europe.

As part of the reorganization, PGGM converted its previously held 49 % noncontrolling interest in Former ATC Europe into noncontrolling interests in new subsidiaries, consisting of the Company's operations in Germany and Spain, inclusive of the assets acquired pursuant to the Telxius Acquisition.

The reorganization included cash consideration paid to PGGM of 178.0 million EUR (approximately $ 214.9 million).

The reorganization is reflected in the consolidated statements of equity as (i) a reduction in Additional Paid-in Capital of $ 648.4 million and (ii) an increase in Noncontrolling Interests of $ 601.0 million, and in the consolidated statements of comprehensive income (loss) as an increase in Comprehensive income attributable to American Tower Corporation stockholders of $ 47.4 million.

CDPQ and Allianz Partnerships —During the year ended December 31, 2021, the Company entered into agreements with Caisse de dépôt et placement du Québec (“CDPQ”) and Allianz insurance companies and funds managed by Allianz Capital Partners GmbH, including the Allianz European Infrastructure Fund (collectively, “Allianz”), for CDPQ and Allianz to acquire 30 % and 18 % noncontrolling interests, respectively, in ATC Europe (the “ATC Europe Transactions”).

The Company completed the ATC Europe Transactions during the year ended December 31, 2021 for total aggregate consideration of 2.6 billion EUR (approximately $ 3.1 billion at the date of closing).

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in millions, unless otherwise disclosed)

reorganization is reflected in the consolidated statements of equity as (i) a reduction in Additional Paid-in Capital of $ 648.4 million and (ii) an increase in Noncontrolling Interests of $ 601.0 million, and in the consolidated statements of comprehensive income (loss) as an increase in Comprehensive income attributable to American Tower Corporation stockholders of $ 47.4 million.

CDPQ and Allianz Partnerships —In May and June 2021, the Company entered into agreements with Caisse de dépôt et placement du Québec (“CDPQ”) and Allianz insurance companies and funds managed by Allianz Capital Partners GmbH, including the Allianz European Infrastructure Fund (collectively, “Allianz”), for CDPQ and Allianz to acquire 30 % and 18 % noncontrolling interests, respectively, in ATC Europe (the “ATC Europe Transactions”).

The Company completed the ATC Europe Transactions in September 2021 for total aggregate consideration of 2.6 billion EUR (approximately $ 3.1 billion at the date of closing).

After the completion of the ATC Europe Transactions, the Company holds a 52 % controlling ownership interest in ATC Europe.

2 unchanged sentences

ATC Europe holds a 100 % interest in the subsidiaries that consist of the Company’s operations in France and Poland and an 87 % and an 83 % controlling interest in the subsidiaries that consist of the Company’s operations in Germany and Spain, respectively, with PGGM holding a 13 % and a 17 % noncontrolling interest in each respective subsidiary.

Bangladesh Partnership —During the year ended December 31, 2021, the Company acquired a 51 % controlling interest in KTBL for 900 million BDT (approximately $ 10.6 million at the date of closing).

Bangladesh Partnership —In August 2021, the Company acquired a 51 % controlling interest in in Kirtonkhola Tower Bangladesh Limited (“KTBL”) for 900 million BDT (approximately $ 10.6 million at the date of closing).

Confidence Group holds a 49 % noncontrolling interest in KTBL.

Stonepeak Transaction —In July 2022, in connection with the funding of the CoreSite Acquisition, the Company entered into an agreement pursuant to which certain investment vehicles affiliated with Stonepeak Partners LP (such investment vehicles, collectively, “Stonepeak”) acquired a noncontrolling ownership interest in the Company’s U.S.

data center business.

The transaction was completed in August 2022 for total aggregate consideration of $ 2.5 billion, through an investment in common equity of $ 1,750.0 million and mandatorily convertible preferred equity of $ 750.0 million.

In October 2022, the Company entered into an agreement with Stonepeak for Stonepeak to acquire additional common equity and mandatorily preferred equity interests in the Company’s U.S.

data center business for total aggregate consideration of $ 570.0 million.

The transaction was completed in October 2022 (together with the August 2022 closing, the “Stonepeak Transaction”).

As of December 31, 2022, the Company holds a common equity interest of approximately 72 % in its U.S.

data center business, with Stonepeak holding approximately 28 % of the outstanding common equity and 100 % of the outstanding mandatorily convertible preferred equity.

On a fully converted basis, which is expected to occur four years from the date of the initial closing in August 2022, and on the basis of the currently outstanding equity, the Company will hold a controlling ownership interest of approximately 64 %, with Stonepeak holding approximately 36 %.

The mandatorily convertible preferred equity, which accrues dividends at 5.0 %, will convert into common equity on a one for one basis, subject to adjustment that will be measured on the conversion date.

Dividends to noncontrolling interests —Certain of the Company’s subsidiaries may, from time to time, declare dividends.

In December 2021, AT Iberia C.V., one of the Company’s subsidiaries in Spain, declared a dividend of 14.0 million EUR (approximately $ 15.9 million) payable, pursuant to the terms of the ownership agreements, to ATC Europe and PGGM in proportion to their respective equity interests in AT Iberia C.V.

In August 2022, AT Rhine C.V., one of the Company’s subsidiaries in Germany, declared and paid a dividend of 25.0 million EUR (approximately $ 25.1 million at the date of payment), pursuant to the terms of the ownership agreements, to ATC Europe and PGGM in proportion to their respective equity interests in AT Rhine C.V.

In November 2022, AT Iberia C.V.

declared and paid a dividend of 14.0 million EUR (approximately $ 14.6 million at the date of payment), pursuant to the terms of the ownership agreements, to ATC Europe and PGGM in proportion to their respective equity interests in AT Iberia C.V.

As of December 31, 2022, the amount accrued for distributions payable related to the outstanding Stonepeak mandatorily convertible preferred equity was $ 11.2 million.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

6 unchanged sentences

Bangladesh partnership (2) — 10.2

Stonepeak Transaction (3) 3,070.0 —

Adjustment to noncontrolling interest due to reorganization (4) — 601.0

2 unchanged sentences

Foreign currency translation adjustment attributable to noncontrolling interests, net of tax ( 185.6 ) ( 163.4 )

Contributions from noncontrolling interest holders 55.4 —

Distributions to noncontrolling interest holders (6) ( 23.0 ) ( 3.1 )

1 unchanged sentence

_______________

(1) Represents the impact of contributions received from CDPQ and Allianz described above on Noncontrolling interests as of December 31, 2021.

(1) Represents the impact of contributions received from CDPQ and Allianz described above on Noncontrolling interests.

Reflected within Contributions from noncontrolling interest holders in the consolidated statements of equity.

(2) Represents the impact of contributions made by the Company to establish the joint venture in Bangladesh described above on Noncontrolling interests as of December 31, 2021.

(2) Represents the impact of contributions made by the Company to establish the joint venture in Bangladesh described above on Noncontrolling interests.

Reflected within Purchase of noncontrolling interest in the consolidated statements of equity.

(3) Represents the impact of the reorganization of European interests described above on Noncontrolling interests as of December 31, 2021.

(4) Represents the impact of the purchase of interests described above on Noncontrolling interests as of December 31, 2021.

(3) Represents the impact of contributions received from Stonepeak described above on Noncontrolling interests.

Reflected within Contributions from noncontrolling interest holders in the consolidated statements of equity.

(4) Represents the impact of the reorganization of European interests described above on Noncontrolling interests.

(5) Represents the impact of the purchase of interests described above on Noncontrolling interests.

(6) For the year ended December 31, 2022, includes $ 16.7 million of distributions related to the outstanding Stonepeak mandatorily convertible preferred equity and dividends of $ 5.5 million paid to PGGM.

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.

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.

These assets consist primarily of those related to the Company’s tower locations, and included towers and related assets included in property and equipment, network location intangible assets and right-of-use assets, all of which are typically assessed on an individual location or site basis.

The assets subject to impairment also include tenant-related intangibles, which are assessed on a tenant basis.

Net losses on sales or disposals of assets primarily relate to certain non-core towers, other assets and miscellaneous items.

7 unchanged sentences

_______________

(1) The increase in Other operating expenses during the year ended December 31, 2021 was primarily due to acquisition and merger related expenses associated with the Telxius Acquisition and the CoreSite Acquisition.

(1) For the year ended December 31, 2022, impairment charges primarily relate to India, as discussed below.

(2) For the year ended December 31, 2021, Other operating expenses includes acquisition and merger related expenses associated with the Telxius Acquisition and the CoreSite Acquisition.

For the year ended December 31, 2020, Other operating expenses includes an $ 11.9 million benefit in Brazil.

(3) For the year ended December 31, 2019, Other operating expenses includes $ 13.1 million of refunds related to pre-acquisition contingencies and settlements.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in millions, unless otherwise disclosed)

Impairment charges included the following for the years ended December 31,:

6 unchanged sentences

_______________

(1) During the year ended December 31, 2022, impairment charges primarily relate to India, as discussed below.

(2) During the year ended December 31, 2022, impairment charges primarily relate to India, as discussed below, and impaired tenant relationships related to fiber in Mexico.

During the year ended December 31, 2021, impairment charges relate to a fully impaired tenant relationship in Africa.

India Impairments

The Company reviews long-lived assets for impairment annually (as of December 31) or whenever events or circumstances indicate the carrying amount of an assets may not be recoverable, as further discussed in note 1.

In the third quarter of 2022, the Company’s largest customer in India, Vodafone Idea Limited (“VIL”), communicated that it would make partial payments of its contractual amounts owed to the Company and indicated that it would continue to make partial payments for the remainder of 2022.

In late 2022, VIL had communicated its intent to resume payments in full under its contractual obligations owed to the Company beginning on January 1, 2023.

However, in early 2023, VIL communicated that it would not be able to resume payments in full of its contractual obligations owed to the Company, and that it would instead continue to make partial payments.

The Company considered these recent developments and the uncertainty with respect to amounts owed under its tenant leases when conducting its annual impairment assessments for long-lived assets in India.

A probability weighted assessment was performed, incorporating current and expected industry and market conditions and trends and, as a result, the Company determined that certain fixed and intangible assets had been impaired during the year ended December 31, 2022.

• An impairment of $ 97.0 million was taken on tower and network location intangible assets in India.

• The Company also impaired the tenant-related intangible assets for VIL, which resulted in an impairment of $ 411.6 million.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

19 unchanged sentences

(“Verizon”) that currently provides for the lease, sublease or management of approximately 11,250 wireless communications sites commencing March 27, 2015.

The average term of the lease or sublease for all sites at the inception of the agreement was approximately 28 years, assuming renewals or extensions of the underlying ground leases for the sites.

The average term of the lease or sublease for all communications sites at the inception of the agreement was approximately 28 years, assuming renewals or extensions of the underlying ground leases for the sites.

The Company has the option to purchase the leased sites in tranches, subject to the applicable lease, sublease or management rights upon its scheduled expiration.

11 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.

As of December 31, 2021, the Company has purchased an aggregate of approximately 400 of the subleased towers which are subject to the applicable agreement, including 58 towers purchased during the year ended December 31, 2021 for an aggregate purchase price of $ 35.3 million.

As of December 31, 2022, the Company has purchased an aggregate of more than 500 of the subleased towers which are subject to the applicable agreement, including 143 towers purchased during the year ended December 31, 2022 for an aggregate purchase price of $ 93.2 million.

The aggregate purchase option price for the remaining towers leased and subleased is $ 1.0 billion and includes per annum accretion through the applicable expiration of the lease or sublease of a site.

10 unchanged sentences

The Company evaluates the circumstances of each notification or assessment based on the information available and, in those instances in which the Company does not anticipate a successful defense of positions taken in its tax filings, a liability is recorded in the appropriate amount based on the underlying assessment.

On December 5, 2016, the Company received an income tax assessment of Essar Telecom Infrastructure Private Limited (“ETIPL”) from the India Income Tax Department (the “Tax Department”) for the fiscal year ending 2008 in the amount of INR 4.75 billion ($ 69.8 million on the date of assessment) related to capital contributions.

The Company challenged the assessment before the Office of Commissioner of Income Tax - Appeals, which ruled in the Company’s favor in January 2018.

However, the Tax Department has appealed this ruling at a higher appellate authority.

The Company estimates that there is a more likely than not probability that the Company’s position will be sustained upon appeal.

Accordingly, no liability has been recorded.

Additionally, the assessment was made with respect to transactions that took place in the tax year commencing in 2007, prior to the Company’s acquisition of ETIPL.

Under the Company’s definitive acquisition agreement with ETIPL, the seller is obligated to indemnify and defend the Company with respect to any tax-related liability that may arise from activities prior to March 31, 2010.

Guaranties and Indemnifications —The Company enters into agreements from time to time in the ordinary course of business pursuant to which it agrees to guarantee or indemnify third parties for certain claims.

12 unchanged sentences

Non-cash investing and financing activities:

Increase (decrease) in accounts payable and accrued expenses for purchases of property and equipment and construction activities 57.9 45.8 ( 21.0 )

Increase in accounts payable and accrued expenses for purchases of property and equipment and construction activities 27.2 57.9 45.8

Purchases of property and equipment under finance leases, perpetual easements and capital leases 33.6 58.8 75.0

5 unchanged sentences

For the year ended December 31, 2020, consists of the InSite Debt.

(2) For the year ended December 31, 2021, consists of CoreSite Acquisition purchase consideration related to the CoreSite Replacement Awards (as described in note 6).

(2) For the year ended December 31, 2021, consists of CoreSite Acquisition purchase consideration related to CoreSite Replacement Awards.

BUSINESS SEGMENTS

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in millions, unless otherwise disclosed)

Communications Sites and Related Communications Infrastructure —The Company’s primary business is leasing space on multitenant communications sites to wireless service providers, radio and television broadcast companies, wireless data providers, government agencies and municipalities and tenants in a number of other industries.

Data Centers —During the fourth quarter of 2021, as a result of the CoreSite Acquisition, the Company established the Data Centers segment as a reportable segment.

The Data Centers segment relates to data center facilities and related assets that the Company owns and operates in the United States.

The Company has historically reported these operations on a geographic basis.

Data Centers —The Company’s Data Centers segment relates to data center facilities and related assets that the Company owns and operates in the United States.

The Data Centers segment offers different services from, and requires different resources, skill sets and marketing strategies than the existing property operating segment in the U.S.

Prior to this revision, the Company operated in five property business segments:

& Canada property, (ii) Asia-Pacific property (iii) Africa property, (iii) Europe property and (iv) Latin America property.

As of December 31, 2022, the Company’s property operations consisted of the following:

property operations in Canada and the United States;

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in millions, unless otherwise disclosed)

• Asia-Pacific:

property operations in Australia, Bangladesh, India and the Philippines;

property operations in Australia, Bangladesh, India, New Zealand and the Philippines;

property operations in Burkina Faso, Ghana, Kenya, Niger, Nigeria, South Africa and Uganda;

4 unchanged sentences

data center property operations in the United States.

Services —The Company’s Services segment offers tower-related services in the United States, including AZP and structural analysis, which primarily support its site leasing business, including the addition of new tenants and equipment on its sites.

Services —The Company’s Services segment offers tower-related services in the United States, including AZP, structural analysis and construction management, which primarily support its site leasing business, including the addition of new tenants and equipment on its communications sites.

The Services segment is a strategic business unit that offers different services from, and requires different resources, skill sets and marketing strategies than, the property operating segments.

1 unchanged sentence

Among other factors, in evaluating financial performance in each business segment, management uses segment gross margin and segment operating profit.

The Company defines segment gross margin as segment revenue less segment operating expenses excluding stock-based compensation expense recorded in costs of operations;

Depreciation, amortization and accretion;

The Company defines segment gross margin as segment revenue less segment operating expenses excluding Depreciation, amortization and accretion;

Selling, general, administrative and development expense;

12 unchanged sentences

and Other income (expense), and (ii) reconciles segment operating profit to Income from continuing operations before income taxes.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in millions, unless otherwise disclosed)

Property Total

14 unchanged sentences

_______________

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in millions, unless otherwise disclosed)

(1) Segment selling, general, administrative and development expenses exclude stock-based compensation expense of $ 169.3 million.

5 unchanged sentences

Year ended December 31, 2021 U.S.

& Canada (1) Asia-Pacific Africa Europe Latin America

& Canada Asia-Pacific Africa Europe Latin America Data Centers

Segment revenues $ 4,920.2 $ 1,199.1 $ 1,005.5 $ 496.2 $ 1,465.4 $ 23.2 $ 9,109.6 $ 247.3 $ 9,356.9

10 unchanged sentences

_______________

(1) For the year ended December 31, 2020, U.S.

& Canada includes the following related to the Company’s data center assets (i) $ 8.5 million of property revenue, (ii) $ 2.5 million of segment operating expenses, (iii) $ 3.2 million of segment selling, general, administrative and development expenses and (iv) $ 0.5 million of capital expenditures.

(2) 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.

(3) Primarily includes interest expense, losses from foreign currency exchange rate fluctuations and $ 222.8 million in impairment charges.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in millions, unless otherwise disclosed)

(4) Includes $ 9.2 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.

(1) Segment selling, general, administrative and development expenses exclude stock-based compensation expense of $ 119.5 million.

(2) Primarily includes interest expense and $ 173.7 million in impairment charges, partially offset by gains from foreign currency exchange rate fluctuations.

(3) Includes $ 5.4 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 $ 35.2 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.

14 unchanged sentences

Capital expenditures (4) (5) $ 360.6 $ 112.9 $ 334.9 $ 31.6 $ 221.1 $ 1,061.1 $ — $ 10.1 $ 1,071.2

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in millions, unless otherwise disclosed)

_______________

(1) For the year ended December 31, 2020, U.S.

& Canada includes the following related to the Company’s data center assets (i) $ 6.1 million of property revenue, (ii) $ 1.7 million of segment operating expenses, and (iii) $ 2.0 million of segment selling, general, administrative and development expenses.

(2) 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.

(3) Primarily includes interest expense.

(3) Primarily includes interest expense, losses from foreign currency exchange rate fluctuations and $ 222.8 million in impairment charges.

13 unchanged sentences

(1) Balances are translated at the applicable period end exchange rate, which may impact comparability between periods.

(2) Balance as of December 31, 2020 included $ 92.2 million of data center assets.

(2) Balances include corporate assets such as cash and cash equivalents, certain tangible and intangible assets and income tax accounts that have not been allocated to specific segments.

11 unchanged sentences

India 1,065.7 1,196.6 1,139.4

New Zealand (3) 0.3 — —

Philippines 5.3 0.3 —

23 unchanged sentences

(2) Balances include revenue from the Company’s Services and Data Centers segments.

(3) The Company began operations in Bangladesh through the Bangladesh Acquisition, which closed in August 2021.

The Company began operations in Spain through the the Telxius Acquisition, which closed in June 2021.

(4) During the year ended December 31, 2021, the Company began operations in the Philippines through the construction of sites therein.

(3) The Company began operations in New Zealand through the New Zealand Acquisition, which closed in October 2022.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

8 unchanged sentences

India 2,452.2 3,349.0

New Zealand 37.6 —

Philippines 30.9 21.6

35 unchanged sentences

SUBSEQUENT EVENTS

Repayment of CoreSite Debt —On January 7, 2022, the Company repaid the entire amount outstanding under the CoreSite Debt, plus accrued and unpaid interest up to, but excluding, January 7, 2022, for an aggregate redemption price of $ 962.9 million, including $ 80.1 million of prepayment consideration and $ 7.8 million in accrued and unpaid interest.

The repayment of the CoreSite Debt was funded with borrowings under the 2021 Multicurrency Credit Facility and cash on hand.

Repayment of 2.250 % Senior Notes —On January 14, 2022, the Company repaid $ 600.0 million aggregate principal amount of the 2.250 % Notes upon their maturity.

Repayment of 3.50 % Senior Notes —On January 31, 2023, the Company repaid $ 1.0 billion aggregate principal amount of the 3.50% Notes upon their maturity.

The 3.50 % Notes were repaid using borrowings under the 2021 Credit Facility.

Upon completion of the repayment, none of the 3.50 % Notes remained outstanding.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Tabular amounts in millions, unless otherwise disclosed)

Vodafone Idea —In the third quarter of 2022, VIL communicated that it would make partial payments of its contractual amounts owed to the Company and indicated that it would continue to make partial payments for the remainder of 2022.

In late 2022, VIL had communicated its intent to resume payments in full under its contractual obligations owed to the Company beginning on January 1, 2023.

See note 16 for further discussion on impairments in India.

In October 2022, and as subsequently amended in February 2023, a subsidiary of the Company, ATC Telecom Infrastructure Private Limited (“ATC TIPL”) and VIL notified the stock exchange of India that both parties have board approvals in relation to an issuance of convertible debentures pursuant to which, in exchange for VIL’s payment of certain amounts towards accounts receivables, ATC TIPL shall pay equivalent amounts towards subscription to convertible debentures issued by VIL.

The convertible debentures are to be repaid by VIL with interest and ATC TIPL has the option to convert the debentures into equity of VIL.

The issuance of the debentures is subject to certain conditions precedent, which may not be met.

India Term Loan —On February 16, 2023, the Company entered into a 12.0 billion INR (approximately $ 145.1 million at the date of signing) unsecured term loan with a maturity date that is one year from the date of the first draw thereunder (the “India Term Loan”).

On February 17, 2023, the Company borrowed 10.0 billion INR (approximately $ 120.7 million at the date of borrowing) under the India Term Loan.

The India Term Loan bears interest at the three month treasury bill rate as announced by the Financial Benchmarks India Private Limited at the time of borrowing plus a margin of 1.95 %.

Any outstanding principal and accrued but unpaid interest will be due and payable in full at maturity.

The India 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.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

57 unchanged sentences

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.

(7) Primarily includes regional improvements and other additions.

(7) Primarily includes regional improvements and other additions, including $ 1.6 billion of data center equipment acquired in 2021 not previously classified as an investment in real estate.

The Company determined that the inclusion of data center equipment in this schedule would provide better information and be more consistent with others in the data center industry.

(8) Primarily includes foreign currency exchange rate fluctuations and other deductions.

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.

What changed 10-K

Item 9A. Controls and Procedures