Item 7. Management’s Discussion and Analysis
ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The discussion and analysis of our financial condition and results of operations that follow are based upon our consolidated financial statements, which have been prepared in accordance with GAAP. The preparation of our financial statements requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities, revenues and expenses, and the related disclosure of contingent assets and liabilities at the date of our financial statements. Actual results may differ from these estimates and such differences could be material to the financial statements. This discussion should be read in conjunction with our consolidated financial statements included in this Annual Report and the accompanying notes, and the information set forth under the caption “Critical Accounting Policies and Estimates” below.
During the year ended December 31, 2024, we completed the sale of ATC TIPL. The divestiture qualified for presentation as discontinued operations. See Note 22 for further discussion. Prior to the divestiture and classification as discontinued operations, ATC TIPL’s operating results were included within the Asia-Pacific property segment. Historical financial information included in Management’s Discussion and Analysis of Financial Condition and Results of Operations has been adjusted to reflect the operating results of ATC TIPL as discontinued operations for all periods presented.
During the year ended December 31, 2024, we also completed the sales of ATC Australia and ATC New Zealand. The divestitures did not qualify for presentation as discontinued operations.
During the fourth quarter of 2024, following recent divestitures, including the ATC TIPL Transaction, and changes to our organizational structure, we reviewed and changed our reportable segments. Our APAC property segment and our Africa property segment were combined into the Africa & APAC property segment. As a result, we now report our results in six segments: U.S. & Canada property (which includes all assets in the United States and Canada, other than our data center facilities and related assets), Africa & APAC property, Europe property, Latin America property, Data Centers and Services. In evaluating financial performance in each business segment, management uses, among other factors, segment gross margin and segment operating profit (see note 20 to our consolidated financial statements included in this Annual Report). Historical financial information included in Management’s Discussion and Analysis of Financial Condition and Results of Operations has been adjusted to reflect the change in reportable segments.
Executive Overview
We are one of the largest global REITs and a leading independent owner, operator and developer of multitenant communications real estate. Our primary business is the leasing of space on 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. In addition to the communications sites in our portfolio, we manage rooftop and tower sites for property owners under various contractual arrangements. We also hold other telecommunications infrastructure and property interests that we lease primarily to communications service providers and third-party tower operators, and, as discussed further below, we hold a portfolio of highly interconnected data center facilities and related assets in the United States. Our customers include our tenants, licensees and other payers. We refer to the business encompassing the above as our property operations, which accounted for 98% of our total revenues for the year ended December 31, 2024 and includes our U.S. & Canada property, Africa & APAC property, Europe property and Latin America property segments and Data Centers segment.
We also offer tower-related services in the United States, including site application, zoning and permitting, structural and mount analyses, and construction management, which primarily support our site leasing business, including the addition of new tenants and equipment on our sites.
27
Table of Contents
The following table details the number of communications sites, excluding managed sites, that we owned or operated as of December 31, 2024:
Number of
Owned Towers Number of
Operated
Towers (1) Number of
Owned DAS Sites
U.S. & Canada:
Canada 226 — —
United States 26,583 14,979 434
U.S. & Canada total 26,809 14,979 434
Africa & APAC:
Bangladesh 900 — —
Burkina Faso 733 — —
Ghana 3,477 — 37
Kenya 4,272 — 11
Niger 916 — —
Nigeria 9,079 — —
Philippines 373 — —
South Africa 2,517 — —
Uganda 4,302 — 25
Africa & APAC total
26,569 — 73
Europe:
France 4,189 303 9
Germany 15,204 — —
Spain 12,080 — 1
Europe total 31,473 303 10
Latin America:
Argentina 498 — 11
Brazil 21,171 1,440 124
Chile 3,712 — 110
Colombia 4,945 — 6
Costa Rica 712 — 2
Mexico 9,423 186 89
Paraguay 1,451 — —
Peru 3,976 450 1
Latin America total 45,888 2,076 343
_______________
(1) Approximately 98% of the operated towers are held pursuant to long-term finance leases, including those subject to purchase options.
As of December 31, 2024, our property portfolio included 29 operating data center facilities across ten markets in the United States that collectively comprise approximately 3.3 million NRSF of data center space, as detailed below:
Number of
Data Centers Total NRSF (1)
(in thousands)
San Francisco Bay, CA 9 998
Los Angeles, CA 3 724
Northern Virginia, VA 5 651
New York, NY 2 285
Chicago, IL 2 216
Boston, MA 1 143
Orlando, FL 1 104
Atlanta, GA 2 95
Miami, FL 2 89
Denver, CO 2 38
Total 29 3,343
_______________
(1) Excludes approximately 0.4 million of office and light-industrial NRSF.
In most of our markets, our tenant leases for our communications sites with wireless carriers generally have initial non-cancellable terms of five to ten years with multiple renewal terms. Accordingly, the vast majority of the revenue generated by our property operations during the year ended December 31, 2024 was recurring revenue that we should continue to receive in
28
Table of Contents
future periods. Most of our tenant leases for our communications sites have provisions that periodically increase or “escalate” the rent due under the lease, typically based on (a) an annual fixed escalation (averaging approximately 3% in the United States), (b) an inflationary index in most of our international markets, or (c) a combination of both. In addition, certain of our tenant leases provide for additional revenue primarily to cover costs, such as ground rent or power and fuel costs.
Based upon existing customer leases and foreign currency exchange rates as of December 31, 2024, we expect to generate nearly $54 billion of non-cancellable customer lease revenue over future periods, before the impact of straight-line lease accounting.
In 2023, we initiated a strategic review of our India business, as further discussed below under “Results of Operations—Loss from Discontinued Operations, Net of Taxes.” The strategic review concluded in January 2024 with the signed agreement for the ATC TIPL Transaction. The ATC TIPL Transaction received all government and regulatory approvals during the three months ended September 30, 2024. On September 12, 2024, we completed the ATC TIPL Transaction and received total consideration of 182 billion INR (approximately $2.2 billion). ATC TIPL’s operating results are presented as discontinued operations. See discussion below and Note 22 for further discussion.
The revenues generated by our property operations may be affected by cancellations of existing tenant leases. As discussed above, most of our tenant leases with wireless carriers and broadcasters are multiyear contracts, which typically are non-cancellable; however, in some instances, a lease may be cancelled upon the payment of a termination fee.
Revenue lost from either tenant lease cancellations or the non-renewal of leases or rent renegotiations, which we refer to as churn, has historically not had a material adverse effect on the revenues generated by our consolidated property operations. During the year ended December 31, 2024, churn was approximately 2% of our tenant billings, primarily driven by churn in our U.S. & Canada property segment, as discussed below.
We expect that our churn rate in our U.S. & Canada property segment will remain elevated through 2025 due to contractual lease cancellations and non-renewals by T-Mobile, including legacy Sprint Corporation leases, pursuant to the terms of the T-Mobile MLA entered into in September 2020.
Property Operations Revenue Growth . Due to our diversified communications site portfolio, our tenant lease rates vary considerably depending upon numerous factors, including, but not limited to, amount, type and position of tenant equipment on the tower, remaining tower capacity and tower location. We measure the remaining tower capacity by assessing several factors, including tower height, tower type, environmental conditions, existing equipment on the tower and zoning and permitting regulations in effect in the jurisdiction where the tower is located. In many instances, tower capacity can be increased with relatively modest tower augmentation capital expenditures, which are often reimbursed to us.
The primary factors affecting the revenue growth of our property segments are:
• Growth in tenant billings, including:
• New revenue attributable to leasing additional space on our sites (“colocations”) and lease amendments;
• Contractual rent escalations on existing tenant leases, net of churn; and
• New revenue attributable to leases in place on day one on sites acquired or constructed since the beginning of the prior-year period.
• Revenue growth from our Data Centers segment in the United States, including rental and power revenue from new lease commencements and expansions, contractual rent and power escalations on existing leases, mark-to-market increases on renewing leases and increased interconnection services and solutions.
• Revenue growth from other items, including additional tenant payments primarily to cover costs, such as ground rent or power and fuel costs included in certain tenant leases (“pass-through”), straight-line revenue and decommissioning, partially offset, in certain cases, by revenue reserve provisions.
We continue to believe that our site leasing revenue, which makes up the vast majority of our property segment revenue, is likely to increase due to the growing use of wireless services globally and our ability to meet the corresponding incremental demand for our communications real estate. By adding new tenants and new equipment for existing tenants on our sites, we are able to increase these sites’ utilization and profitability. We believe the majority of our site leasing activity will continue to come from wireless service providers, with tenants in a number of other industries contributing incremental leasing demand. Our site portfolio and our established tenant base provide us with new business opportunities, which have historically resulted in consistent and predictable organic revenue growth as wireless carriers seek to increase the coverage and capacity of their existing networks, while also deploying next generation wireless technologies. In addition, we intend to continue to supplement our organic growth by selectively developing or acquiring new sites in our existing and new markets where we can achieve our risk-adjusted return on investment objectives.
29
Table of Contents
Property Operations Organic Revenue Growth . Consistent with our strategy to increase the utilization and return on investment from our sites, our objective is to add new tenants and new equipment for existing tenants through colocation and lease amendments. Our ability to lease additional space on our sites is primarily a function of the rate at which wireless carriers and other tenants deploy capital to improve and expand their wireless networks. This rate, in turn, is influenced by the growth of wireless services, the penetration of advanced wireless devices, the level of emphasis on network quality and capacity in carrier competition, the financial performance of our tenants and their access to capital and general economic conditions. According to industry data, recent aggregate annual wireless capital spending in the United States has averaged at least $30 billion, resulting in consistent demand for our sites.
Based on industry research and projections, we expect that a number of key industry trends will result in incremental revenue opportunities for us:
• In less advanced wireless markets where network deployments are in earlier stages, we expect these deployments to drive demand for our tower space as carriers seek to expand their footprints and increase the scope and density of their networks. We have established operations in many of these markets at the early stages of wireless development, which we believe will enable us to meaningfully participate in these deployments over the long term.
• Subscribers’ use of mobile data continues to grow rapidly given increasing smartphone and other advanced device penetration, the proliferation of bandwidth-intensive applications on these devices and the continuing evolution of the mobile ecosystem. We believe carriers will be compelled to deploy additional equipment on existing networks while also rolling out more advanced wireless networks to address coverage and capacity needs resulting from this increasing mobile data usage.
• The deployment of advanced mobile technology, such as 4G and 5G, will provide higher speed data services and further enable fixed broadband substitution. As a result, we expect that our tenants will continue deploying additional equipment across their existing networks.
• Wireless service providers compete based on the quality of their networks, which is driven by capacity and coverage. To maintain or improve their network performance as overall network usage increases, our tenants continue to deploy additional equipment across their existing sites while also adding new cell sites. We anticipate increasing network densification over the next several years, as existing network density is anticipated to be insufficient to account for rapidly increasing levels of wireless data usage.
• Wireless service providers continue to acquire additional spectrum, and as a result are expected to add additional sites and equipment to their networks as they seek to optimize their network configuration and utilize additional spectrum. We expect this to be particularly relevant in the context of higher-band spectrum such as 2.5 gigahertz (GHz) and C-Band being deployed for 5G, as these spectrum assets tend to have more limited propagation characteristics compared to the lower-band spectrum that has historically been deployed on our towers.
• Next generation technologies requiring wireless connectivity have the potential to provide incremental revenue opportunities for us. These technologies may include edge computing functionality, autonomous vehicle networks and a number of other internet-of-things, or IoT, applications, as well as other potential use cases for wireless services. These technologies may create new and complementary use cases for our communications real estate over time, although these use cases are currently in nascent stages.
• Continued data growth, including through increased use of artificial intelligence, and emerging high-performance, latency-sensitive applications will drive an increased need for reliable, secure and interconnected data center solutions. We believe these trends will result in incremental utilization and interconnection demand at our data center facilities.
As part of our international expansion initiatives, we have targeted markets in various stages of network development to diversify our international exposure and position us to benefit from a number of different wireless technology deployments over the long term, while benefitting from our shared global experience, capabilities and services. In addition, we have focused on building relationships with large multinational carriers to increase the opportunities for growth or mutually beneficial transactional opportunities across common markets. We believe that consistent carrier network investments across our international markets will, over the long term, position us to generate meaningful organic revenue growth going forward.
In emerging markets, such as Bangladesh, Burkina Faso, Ghana, Kenya, Niger, Nigeria, the Philippines and Uganda, wireless networks tend to be significantly less advanced than those in the United States, and initial voice networks continue to be deployed in certain underdeveloped areas. A majority of consumers in these markets still utilize basic wireless services and advanced device penetration remains low. In more developed urban locations within these markets, mobile data usage tends to be higher and advanced network deployments are further along. Carriers are focused on completing voice network build-outs while increasing investments in data networks as mobile data usage and smartphone penetration within their customer bases begin to accelerate.
In markets with rapidly evolving network technology, such as South Africa and most of the countries in Latin America where we do business, initial voice networks, for the most part, have already been built out, and carriers are increasingly focused on
30
Table of Contents
the early stages of 5G network deployments. Consumers in these regions are increasingly adopting smartphones and other advanced devices, in particular as lower cost smartphones become increasingly available. As a result, the usage of bandwidth-intensive mobile applications is growing materially. Recent spectrum auctions in these rapidly evolving markets have allowed incumbent carriers to accelerate their data network deployments and have also enabled new entrants to begin initial investments in data networks. Smartphone penetration and wireless data usage in these markets are advancing rapidly, which typically requires that carriers continue to invest in their networks to maintain and augment their quality of service.
Finally, in markets with more mature network technology, such as Canada, Germany, France and Spain, carriers are focused on deploying 5G data networks to account for rapidly increasing wireless data usage among their customer base.
We believe that the network technology migration we have seen in the United States, which has led to significantly denser networks and meaningful new business commencements for us over a number of years, will be replicated in our international markets over time. As a result, we expect to be able to leverage our extensive international portfolio of approximately 107,000 communications sites and the relationships we have built with our carrier tenants to drive sustainable, long - term growth.
We have master lease agreements with many of our tenants for our communications sites that provide for consistent, long-term revenue and reduce the likelihood of non-contractual churn. Certain of those master lease agreements are comprehensive in nature and further build and augment strong strategic partnerships with our tenants while significantly reducing colocation cycle times, thereby providing our tenants with the ability to rapidly and efficiently deploy equipment on our sites.
Demand for our communications infrastructure assets could be negatively impacted by a number of factors, including an increase in network sharing or consolidation among our customers and financial difficulties for our customers, as set forth in Item 1A of this Annual Report under the captions “Risk Factors—If our customers consolidate their operations, exit their businesses or share site infrastructure to a significant degree, our growth, revenue and ability to generate positive cash flows could be materially and adversely affected” and “Risk Factors—A substantial portion of our current and projected future revenue is derived from a small number of customers, and we are sensitive to adverse changes in the creditworthiness and financial strength of our customers.” In addition, the emergence and growth of new technologies could reduce demand for our sites, as set forth under the caption “Risk Factors—New technologies or changes, or lack thereof, in our or a customer’s business model could make our communications infrastructure leasing business less desirable and result in decreasing revenues and operating results.” Further, our customers may be subject to new regulatory policies from time to time that materially and adversely affect the demand for our communications infrastructure assets.
Property Operations New Site Revenue Growth. During the year ended December 31, 2024, we grew our portfolio of communications real estate through the acquisition and construction of approximately 2,450 communications sites globally. In a majority of our Africa & APAC, Europe and Latin America markets, the revenue generated from newly acquired or constructed sites resulted in increases in both tenant and pass-through revenues (such as ground rent or power and fuel costs) and expenses. We continue to evaluate opportunities to acquire communications real estate portfolios, both domestically and internationally, to determine whether they meet our risk-adjusted hurdle rates and whether we believe we can effectively integrate them into our existing portfolio.
New Sites (Acquired or Constructed) 2024 2023 2022
U.S. & Canada 15 20 55
Africa & APAC (1)
1,660 1,700 2,285
Europe 590 555 690
Latin America 185 215 340
_______________
(1) For the years ended December 31, 2024, 2023 and 2022, excludes approximately 90, 865, and 4,035 new sites in India, respectively.
Property Operations Expenses. Direct operating expenses incurred by our property segments include direct site or facility level expenses and consist primarily of ground rent and power and fuel costs, some or all of which may be passed through to our customers, as well as property taxes and repairs and maintenance expenses. These segment direct operating expenses exclude all segment and corporate selling, general, administrative and development expenses, which are aggregated into one line item entitled Selling, general, administrative and development expense in our consolidated statements of operations. In general, our property segments’ selling, general, administrative and development expenses do not significantly increase as a result of adding incremental customers to our sites or facilities and typically increase only modestly year-over-year. As a result, leasing additional space to new customers on our sites or within our facilities provides significant incremental gross margin and cash flow. We may, however, incur additional segment selling, general, administrative and development expenses as we increase our presence in our existing markets or expand into new markets. Our profit margin growth is therefore positively impacted by the addition of new customers to our sites or facilities but can be temporarily diluted by our development activities.
31
Table of Contents
Services Segment Revenue Growth . As we continue to focus on growing our property operations, we anticipate that our services revenue will continue to represent a small percentage of our total revenues.
32
Table of Contents
Non-GAAP Financial Measures
Included in our analysis of our results of operations are discussions regarding earnings before interest, taxes, depreciation, amortization and accretion, as adjusted (“Adjusted EBITDA”), Funds From Operations, as defined by the National Association of Real Estate Investment Trusts (“Nareit FFO”) attributable to American Tower Corporation common stockholders, Adjusted Funds From Operations (“AFFO”) attributable to American Tower Corporation common stockholders (“AFFO attributable to American Tower Corporation common stockholders”) and Segment gross margin.
We define Adjusted EBITDA as Net income before Income (loss) from equity method investments; Income (loss) from discontinued operations, net of taxes; Income tax benefit (provision); Other income (expense); Gain (loss) on retirement of long-term obligations; Interest expense; Interest income; Other operating income (expense), including Goodwill impairment; Depreciation, amortization and accretion; and stock-based compensation expense.
Nareit FFO attributable to American Tower Corporation common stockholders is defined as net income before gains or losses from the sale or disposal of real estate, real estate related impairment charges, real estate related depreciation, amortization and accretion including adjustments and distributions for unconsolidated affiliates and noncontrolling interests and discontinued operations. In this section, we refer to Nareit FFO attributable to American Tower Corporation common stockholders as “Nareit FFO (common stockholders).”
We define AFFO attributable to American Tower Corporation common stockholders as Nareit FFO (common stockholders) before (i) straight-line revenue and expense; (ii) stock-based compensation expense; (iii) the deferred portion of income tax and other income tax adjustments; (iv) non-real estate related depreciation, amortization and accretion; (v) amortization of deferred financing costs, debt discounts and premiums and long-term deferred interest charges; (vi) other income (expense); (vii) gain (loss) on retirement of long-term obligations; and (viii) other operating income (expense); less cash payments related to capital improvements and cash payments related to corporate capital expenditures and including adjustments and distributions for unconsolidated affiliates and noncontrolling interests and adjustments for discontinued operations, which includes the impact of noncontrolling interests and discontinued operations on both Nareit FFO and the corresponding adjustments included in AFFO. In this section, we refer to AFFO attributable to American Tower Corporation common stockholders as “AFFO (common stockholders).”
We define Segment gross margin as segment revenue less segment operating expenses, excluding depreciation, amortization and accretion; selling, general, administrative and development expense; and other operating expenses.
Adjusted EBITDA, Nareit FFO (common stockholders), AFFO (common stockholders) and Segment gross margin are not intended to replace net income or any other performance measures determined in accordance with GAAP. None of Adjusted EBITDA, Nareit FFO (common stockholders), AFFO (common stockholders) or Segment gross margin represents cash flows from operating activities in accordance with GAAP and, therefore, these measures should not be considered indicative of cash flows from operating activities, as a measure of liquidity or a measure of funds available to fund our cash needs, including our ability to make cash distributions. Rather, Adjusted EBITDA, Nareit FFO (common stockholders), AFFO (common stockholders) and Segment gross margin are presented as we believe each is a useful indicator of our current operating performance. We believe that these metrics are useful to an investor in evaluating our operating performance because (1) each is a key measure used by our management team for decision making purposes and for evaluating our operating segments’ performance; (2) Adjusted EBITDA is a component underlying our credit ratings; (3) Adjusted EBITDA is widely used in the telecommunications real estate sector to measure operating performance as depreciation, amortization and accretion may vary significantly among companies depending upon accounting methods and useful lives, particularly where acquisitions and non-operating factors are involved; (4) AFFO (common stockholders) is widely used in the telecommunications real estate sector to adjust Nareit FFO (common stockholders) for items that may otherwise cause material fluctuations in Nareit FFO (common stockholders) growth from period to period that would not be representative of the underlying performance of property assets in those periods; (5) Segment gross margin provides valuable insight into the site-level profitability of our assets (6) each provides investors with a meaningful measure for evaluating our period-to-period operating performance by eliminating items that are not operational in nature; and (7) each provides investors with a measure for comparing our results of operations to those of other companies, particularly those in our industry.
Our measurement of Adjusted EBITDA, Nareit FFO (common stockholders), AFFO (common stockholders) and Segment gross margin may not, however, be fully comparable to similarly titled measures used by other companies. Reconciliations of Adjusted EBITDA, Nareit FFO (common stockholders) and AFFO (common stockholders) to net income and Segment gross margin to gross margin, the most directly comparable GAAP measures, have been included below.
33
Table of Contents
Results of Operations
Years Ended December 31, 2024, 2023 and 2022
(in millions, except percentages)
Revenue
Year Ended December 31, Percent Change 2024 vs 2023 Percent Change 2023 vs 2022
2024 2023 2022
Property
U.S. & Canada $ 5,248.1 $ 5,216.2 $ 5,006.3 1 % 4 %
Africa & APAC (1) 1,208.0 1,244.4 1,203.8 (3) 3
Europe 834.7 775.6 735.7 8 5
Latin America 1,717.9 1,798.3 1,691.9 (4) 6
Data Centers 924.8 834.7 766.6 11 9
Total property 9,933.5 9,869.2 9,404.3 1 5
Services 193.7 143.0 241.1 35 (41)
Total revenues $ 10,127.2 $ 10,012.2 $ 9,645.4 1 % 4 %
_______________
(1) Excludes the operating results of ATC TIPL, which are reported as discontinued operations. See Note 22 for further discussion.
Year ended December 31, 2024
U.S. & Canada property segment revenue growth of $31.9 million was attributable to:
• Tenant billings growth of $216.2 million, which was driven by:
◦ $180.3 million due to colocations and amendments; and
◦ $49.1 million resulting from contractual escalations, net of churn;
◦ Partially offset by a decrease of $13.2 million from other tenant billings;
• Partially offset by a decrease of $184.1 million in other revenue, which includes a $162.7 million decrease due to straight-line accounting and a decrease due to equipment removal and other fees received in the prior year period.
Segment revenue growth was partially offset by the negative impact of foreign currency translation related to fluctuations in Canadian Dollar (“CAD”).
Africa & APAC property segment revenue decrease of $36.4 million was attributable to:
• A decrease of $157.3 million attributable to the negative impact of foreign currency translation related which included, among others, negative impacts of $131.4 million related to fluctuations in Nigerian Naira (“NGN”), $29.3 million related to fluctuations in Ghanaian Cedi (“GHS”), $1.9 million related to fluctuations in Ugandan Shilling, partially offset by positive impacts of $5.0 million related to fluctuations in Kenyan Shilling (“KES”); and
• A decrease of $39.4 million in pass-through revenue, primarily due to a decrease in fuel costs;
• Partially offset by:
• Tenant billings growth of $154.2 million, which was driven by:
◦ $51.7 million due to colocations and amendments;
◦ $49.3 million generated from sites acquired or constructed since the beginning of the prior-year period (“newly acquired or constructed sites”);
◦ $49.2 million resulting from contractual escalations, net of churn; and
◦ $4.0 million from other tenant billings; and
• An increase of $6.1 million in other revenue.
Europe property segment revenue growth of $59.1 million was attributable to:
• Tenant billings growth of $38.5 million, which was driven by:
◦ $20.4 million due to colocations and amendments;
◦ $11.3 million resulting from contractual escalations, net of churn; and
◦ $8.0 million generated from newly acquired or constructed sites;
◦ Partially offset by a decrease of $1.2 million from other tenant billings;
• An increase of $14.3 million in pass-through revenue; and
• An increase of $5.5 million in other revenue.
Segment revenue growth included an increase of $0.8 million, primarily attributable to the positive impact of foreign currency translation related to fluctuations in Euro (“EUR”).
34
Table of Contents
Latin America property segment revenue decrease of $80.4 million was attributable to:
• A decrease of $79.9 million, attributable to the impact of foreign currency translation, which included, among others, negative impacts of $58.6 million related to fluctuations in Brazilian Real (“BRL”), $13.4 million related to fluctuations in Mexican Peso (“MXN”) and $13.1 million related to fluctuations in Chilean Peso (“CLP”), partially offset by positive impacts of $6.4 million related to fluctuations in Colombian Peso (“COP”); and
• A decrease of $43.9 million in other revenue, primarily attributable to an increase in revenue reserves related to a customer in Colombia, a decrease in tenant settlements in Mexico and the sale of one of our subsidiaries in Mexico that held fiber assets (“Mexico Fiber”) in the prior year period, partially offset by the recognition of previously deferred revenue in Brazil;
• Partially offset by:
• Tenant billings growth of $28.9 million, which was driven by:
◦ $31.8 million due to colocations and amendments; and
◦ $1.9 million generated from newly acquired or constructed sites;
◦ Partially offset by decreases of:
◦ $3.2 million from other tenant billings; and
◦ $1.6 million from churn in excess of contractual escalations; and
• An increase of $14.5 million in pass-through revenue.
Data Centers segment revenue growth of $90.1 million was attributable to:
• An increase of $56.9 million in rental, related and other revenue, primarily due to new lease commencements, customer expansions and rent increases upon customer renewals;
• An increase of $30.8 million in power revenue from new lease commencements, increased power consumption and pricing increases from existing customers; and
• An increase of $11.9 million in interconnection revenue, primarily due to customer interconnection net additions and set-up fees;
• Partially offset by a decrease of $9.5 million in straight-line revenue.
Services segment revenue growth of $50.7 million was primarily attributable to an increase in construction management and structural and mount analyses services.
Year ended December 31, 2023
U.S. & Canada property segment revenue growth of $209.9 million was attributable to:
• Tenant billings growth of $232.5 million, which was driven by:
◦ $229.9 million due to colocations and amendments; and
◦ $12.5 million resulting from contractual escalations, net of churn;
◦ Partially offset by:
◦ a decrease of $8.5 million from other tenant billings; and
◦ a decrease of $1.4 million generated from newly acquired or constructed sites, which includes the impact of the disposition in the second quarter of 2022 of certain operations acquired in connection with our acquisition of InSite Wireless Group, LLC;
• Partially offset by a decrease of $22.0 million in other revenue, which includes a $66.9 million decrease due to straight-line accounting, partially offset by equipment removal and other fees.
Segment revenue growth included a decrease of $0.6 million attributable to the negative impact of foreign currency translation related to fluctuations in CAD.
Africa & APAC property segment revenue growth of $40.6 million was attributable to:
• Tenant billings growth of $147.9 million, which was driven by:
◦ $58.5 million due to colocations and amendments;
◦ $49.5 million generated from newly acquired or constructed sites;
◦ $35.4 million resulting from contractual escalations, net of churn; and
◦ $4.5 million from other tenant billings;
• An increase of $126.9 million in pass-through revenue, primarily due to an increase in energy costs; and
• An increase of $2.7 million in other revenue, primarily due to an increase from straight-line accounting, partially offset by an increase in revenue reserves.
Segment revenue growth was partially offset by a decrease of $236.9 million attributable to the negative impact of foreign currency translation related which included, among others, negative impacts of $148.2 million related to fluctuations in NGN, $45.4 million related to fluctuations in GHS, $22.3 million related to fluctuations in KES and $20.4 million related to fluctuations in South African Rand.
35
Table of Contents
Europe property segment revenue growth of $39.9 million was attributable to:
• Tenant billings growth of $47.2 million, which was driven by:
◦ $25.8 million resulting from contractual escalations, net of churn;
◦ $13.6 million due to colocations and amendments; and
◦ $8.5 million generated from newly acquired or constructed sites;
◦ Partially offset by a decrease of $0.7 million from other tenant billings; and
• An increase of $9.9 million in other revenue, which includes an increase attributable to our Spain fiber business acquired in the second quarter of 2022;
• Partially offset by a decrease of $36.4 million in pass-through revenue, primarily due to a decrease in energy costs.
Segment revenue growth included an increase of $19.2 million, primarily attributable to the positive impact of foreign currency translation related to fluctuations in EUR.
Latin America property segment revenue growth of $106.4 million was attributable to:
• Tenant billings growth of $58.0 million, which was driven by:
◦ $35.3 million due to colocations and amendments;
◦ $20.2 million resulting from contractual escalations, net of churn;
◦ $2.2 million generated from newly acquired or constructed sites; and
◦ $0.3 million from other tenant billings; and
• An increase of $23.8 million in pass-through revenue, primarily attributable to increased pass-through ground rent costs in Brazil;
• Partially offset by a decrease of $74.0 million in other revenue, primarily attributable to the sale of Mexico Fiber and a decrease in tenant settlements in Mexico.
Segment revenue growth included an increase of $98.6 million, attributable to the impact of foreign currency translation, which included, among others, positive impacts of $69.3 million related to fluctuations in MXN, $25.4 million related to fluctuations in BRL and $4.0 million related to fluctuations in CLP, partially offset by negative impacts of $1.9 million related to fluctuations in COP.
Data Centers segment revenue growth of $68.1 million was attributable to:
• An increase of $31.9 million in rental, related and other revenue, primarily due to new lease commencements, customer expansions and rent increases upon customer renewals;
• An increase of $27.7 million in power revenue from new lease commencements, increased power consumption and pricing increases from existing customers; and
• An increase of $9.6 million in interconnection revenue, primarily due to customer interconnection net additions and set-up fees;
• Partially offset by a decrease of $1.1 million in straight-line revenue.
Services segment revenue decrease of $98.1 million was primarily attributable to a decrease in site application, zoning and permitting, structural and mount analyses services and construction management services.
Gross Margin
Year Ended December 31, Percent Change 2024 vs 2023 Percent Change 2023 vs 2022
2024 2023 2022
Property
U.S. & Canada $ 4,377.2 $ 4,366.3 $ 4,160.9 0 % 5 %
Africa & APAC (1) 827.5 806.0 755.7 3 7
Europe 525.3 476.1 416.1 10 14
Latin America 1,187.7 1,232.3 1,165.2 (4) 6
Data Centers 534.0 487.1 444.6 10 10
Total property 7,451.7 7,367.8 6,942.5 1 6
Services 101.1 82.9 133.7 22 % (38) %
_______________
(1) Excludes the operating results of ATC TIPL, which are reported as discontinued operations. See Note 22 for further discussion.
36
Table of Contents
Year ended December 31, 2024
• The increase in U.S. & Canada property segment gross margin was primarily attributable to the increase in revenue described above, partially offset by an increase in direct expenses of $21.0 million, primarily attributable to impacts of straight-line accounting.
• The increase in Africa & APAC property segment gross margin was primarily attributable to a decrease in direct expenses of $12.9 million, primarily due to a decrease in costs associated with pass-through revenue, including fuel costs, partially offset by an increase in repair and maintenance spending. The decrease in direct expenses was partially offset by the decrease in revenue described above. Direct expenses also benefited by $45.0 million from the impact of foreign currency translation.
• The increase in Europe property segment gross margin was primarily attributable to the increase in revenue described above, partially offset by an increase in direct expenses of $9.6 million, primarily due to an increase in costs associated with pass-through revenue, including energy costs, an increase in land rent costs and an increase in repair and maintenance spending. Direct expenses were also negatively impacted by $0.3 million from the impact of foreign currency translation.
• The decrease in Latin America property segment gross margin was primarily attributable to the decrease in revenue described above, partially offset by a decrease in direct expenses of $13.8 million, including a decrease due to the sale of Mexico Fiber in the prior year period, as well as land rent costs. Direct expenses also benefited by $22.0 million from the impact of foreign currency translation.
• The increase in Data Centers segment gross margin was primarily attributable to the increase in revenue described above, partially offset by an increase in direct expenses of $43.2 million, primarily due to an increase in costs associated with power revenue, including utility costs.
• The increase in Services segment gross margin was primarily attributable to the increase in revenue described above, partially offset by an increase in direct expenses of $32.5 million.
Year ended December 31, 2023
• The increase in U.S. & Canada property segment gross margin was primarily attributable to the increase in revenue described above, partially offset by an increase in direct expenses of $4.5 million.
• The increase in Africa & APAC property segment gross margin was primarily attributable to the increase in revenue described above, partially offset by an increase in direct expenses of $93.4 million, primarily due to an increase in costs associated with pass-through revenue, including energy costs. Direct expenses also benefited by $103.1 million from the impact of foreign currency translation.
• The increase in Europe property segment gross margin was primarily attributable to the increase in revenue described above, and a decrease in direct expenses of $27.6 million, primarily due to a decrease in costs associated with pass-through revenue, including energy costs. Direct expenses were also negatively impacted by $7.5 million from the impact of foreign currency translation.
• The increase in Latin America property segment gross margin was primarily attributable to the increase in revenue described above, partially offset by an increase in direct expenses of $15.0 million, primarily due to an increase in costs associated with pass-through revenue, including land rent costs. Direct expenses were also negatively impacted by $24.3 million from the impact of foreign currency translation.
• The increase in Data Centers segment gross margin was primarily attributable to the increase in revenue described above, partially offset by an increase in direct expenses of $25.6 million, primarily due to power costs.
• The decrease in Services segment gross margin was primarily due to the decrease in revenue described above, partially offset by a decrease in direct expenses of $47.3 million.
37
Table of Contents
Selling, General, Administrative and Development Expense (“SG&A”)
Year Ended December 31, Percent Change 2024 vs 2023 Percent Change 2023 vs 2022
2024 2023 2022
Property
U.S. & Canada $ 161.1 $ 165.1 $ 183.2 (2) % (10) %
Africa & APAC (1) 68.0 87.3 86.5 (22) 1
Europe 64.8 65.6 52.4 (1) 25
Latin America 111.0 107.9 107.6 3 0
Data Centers 78.8 72.4 63.9 9 13
Total property 483.7 498.3 493.6 (3) 1
Services 21.0 22.9 22.3 (8) 3
Other 428.7 424.8 386.2 1 10
Total selling, general, administrative and development expense $ 933.4 $ 946.0 $ 902.1 (1) % 5 %
_______________
(1) Excludes the operating results of ATC TIPL, which are reported as discontinued operations. See Note 22 for further discussion.
Year Ended December 31, 2024
• The decrease in our U.S. & Canada property segment SG&A was primarily driven by decreased personnel and related costs and lower canceled construction costs.
• The decrease in our Africa & APAC property segment SG&A was primarily driven by a benefit from the impact of foreign currency translation of $11.5 million and lower canceled construction costs, partially offset by a net increase in bad debt expense.
• The decrease in our Europe property segment SG&A was primarily driven by decreased professional services costs and decreased personnel and related costs.
• The increase in our Latin America property segment SG&A was primarily driven by a net increase in bad debt expense of $14.1 million, partially offset by decreased professional services costs, decreased personnel and related costs and a benefit from the impact of foreign currency translation.
• The increase in our Data Centers segment SG&A was primarily driven by increased personnel and related costs to support our business.
• The decrease in our Services segment SG&A was primarily driven by decreased personnel and related costs.
• The increase in other SG&A was primarily attributable to an increase in stock-based compensation expense and an increase in personnel and related costs to support our business, partially offset by a decrease in other corporate SG&A.
Year Ended December 31, 2023
• The decrease in our U.S. & Canada property segment SG&A was primarily driven by decreased personnel and related costs.
• The increase in our Africa & APAC property segment SG&A was primarily driven by increased personnel and related costs to support our business, increased costs associated with the cancellation of projects and an increase in bad debt expense, partially offset by a benefit from the impact of foreign currency translation.
• The increases in our Europe property and Data Centers segment SG&A were primarily driven by increased personnel and related costs to support our business.
• The increases in our Latin America property and Services segment SG&A were primarily driven by net increases in bad debt expense, partially offset by decreased personnel and related costs. The Latin America property segment SG&A increase also includes the negative impact of foreign currency translation.
• The increase in other SG&A was primarily attributable to an increase in stock-based compensation expense of $21.6 million, including an increase of $7.6 million related to the change in vesting terms as described in note 13 to our consolidated financial statements included in this Annual Report, and an increase in corporate SG&A, including an increase in personnel and related costs to support our business.
38
Table of Contents
Operating Profit
Year Ended December 31, Percent Change 2024 vs 2023 Percent Change 2023 vs 2022
2024 2023 2022
Property
U.S. & Canada $ 4,216.1 $ 4,201.2 $ 3,977.7 0 % 6 %
Africa & APAC (1) 759.5 718.7 669.2 6 7
Europe 460.5 410.5 363.7 12 13
Latin America 1,076.7 1,124.4 1,057.6 (4) 6
Data Centers 455.2 414.7 380.7 10 9
Total property $ 6,968.0 $ 6,869.5 $ 6,448.9 1 % 7 %
Services $ 80.1 $ 60.0 $ 111.4 34 % (46) %
_______________
(1) Excludes the operating results of ATC TIPL, which are reported as discontinued operations. See Note 22 for further discussion.
Year Ended December 31, 2024
• The increases in operating profit for our U.S. & Canada, Africa & APAC and Europe property segments and our Services segment were primarily attributable to increases in our segment gross margin and decreases in our segment SG&A.
• The decrease in operating profit for Latin America property segment was primarily attributable to a decrease in our segment gross margin and an increase in our segment SG&A.
• The increase in operating profit for our Data Centers segment was primarily attributable to an increase in our segment gross margin, partially offset by an increase in our segment SG&A.
Year Ended December 31, 2023
• The increase in operating profit for our U.S. & Canada property segment was primarily attributable to an increase in our segment gross margin and a decrease in our segment SG&A.
• The increases in operating profit for our Africa & APAC, Europe and Latin America property segments and our Data Centers segment were primarily attributable to increases in our segment gross margin, partially offset by increases in our segment SG&A.
• The decrease in operating profit for our Services segment was primarily attributable to a decrease in our segment gross margin and an increase in our segment SG&A.
Depreciation, Amortization and Accretion
Year Ended December 31, Percent Change 2024 vs 2023 Percent Change 2023 vs 2022
2024 2023 2022
Depreciation, amortization and accretion $ 2,028.8 $ 2,928.5 $ 3,164.9 (31) % (7) %
The decrease in depreciation, amortization and accretion expense for the year ended December 31, 2024 was primarily attributable to the change in estimated useful lives of our tower assets.
During the first quarter of 2024, we finalized our reviews of the estimated useful lives of our tower assets and estimated settlement dates for our asset retirement obligations. Based on information obtained, we determined that our estimated asset lives and our estimated settlement dates should be extended, which resulted in an estimated $730 million decrease in depreciation and amortization expense and an estimated $75 million decrease in accretion expense for the year ended December 31, 2024. For more information on the change in the estimated useful lives of our tower assets and the change in the estimated settlement dates for our asset retirement obligations, see the information under the captions “Property and Equipment” and “Asset Retirement Obligations” included in note 1 to our consolidated financial statements included in this Annual Report (“Note 1”).
The decrease in depreciation, amortization and accretion expense for the year ended December 31, 2023 was primarily attributable to the decrease in property and equipment and intangible assets subject to amortization as a result of impairments taken and disposals since the beginning of the prior-year period and foreign currency exchange rate fluctuations.
39
Table of Contents
Other Operating Expenses
Year Ended December 31, Percent Change 2024 vs 2023 Percent Change 2023 vs 2022
2024 2023 2022
Other operating expenses $ 74.1 $ 370.7 $ 270.6 (80) % 37 %
The decrease in other operating expenses for the year ended December 31, 2024 was primarily attributable to a decrease in impairment charges, excluding goodwill impairments, of $131.4 million, a decrease in losses on sales or disposals of assets of $113.4 million, primarily attributable to the loss on the sale of Mexico Fiber of $80.0 million in the prior year period, and a decrease in integration and acquisition related costs, including benefits related to pre-acquisition contingencies and settlements.
The increase in other operating expenses for the year ended December 31, 2023 was primarily attributable to a loss on the sale of Mexico Fiber of $80.0 million, an increase in impairment charges, excluding goodwill impairments, of $52.7 million and an increase in severance and related costs of $21.8 million, partially offset by a decrease in integration and acquisition related costs, including pre-acquisition contingencies and settlements, of $67.2 million.
Goodwill Impairment
There was no Goodwill impairment recorded during the year ended December 31, 2024. During the year ended December 31, 2023, Goodwill impairment consisted of $80.0 million of an impairment charge recorded for our Spain reporting unit. For more information on these impairments, see the information under the caption “Goodwill Impairments” included in note 5 to our consolidated financial statements included in this Annual Report.
Total Other Expense
Year Ended December 31, Percent Change 2024 vs 2023 Percent Change 2023 vs 2022
2024 2023 2022
Total other expense $ 891.7 $ 1,596.2 $ 652.6 (44) % 145 %
Total other expense consists primarily of interest expense and realized and unrealized foreign currency gains and losses. We record unrealized foreign currency gains or losses as a result of foreign currency exchange rate fluctuations primarily associated with our intercompany notes and similar unaffiliated balances denominated in a currency other than the subsidiaries’ functional currencies.
The decrease in total other expense during the year ended December 31, 2024 was primarily due to foreign currency gains of $308.3 million in the current period, as compared to foreign currency losses of $330.6 million in the prior-year period. Total other expense during the year ended December 31, 2024 also includes $70.4 million in unrealized gains from equity securities in the United States.
The increase in total other expense during the year ended December 31, 2023 was primarily due to foreign currency losses of $330.6 million in the current period, as compared to foreign currency gains of $451.4 million in the prior-year period, and an increase in net interest expense of $182.7 million, primarily due to increases in our weighted average interest rate.
Income Tax Provision
Year Ended December 31, Percent Change 2024 vs 2023 Percent Change 2023 vs 2022
2024 2023 2022
Income tax provision $ 366.3 $ 90.8 $ 112.8 303 % (20) %
Effective tax rate 10.1 % 5.9 % 5.4 %
As a REIT, we may deduct earnings distributed to stockholders against the income generated by our REIT operations. Consequently, the effective tax rate on income from continuing operations for each of the years ended December 31, 2024 and 2023 differs from the federal statutory rate.
The increase in the income tax provision for the year ended December 31, 2024 was primarily attributable to increased earnings in certain foreign jurisdictions, partially due to the impacts of the change in estimated useful lives on depreciation and amortization expense as described in Note 1 and withholding taxes on equity distributions, including those related to the ATC TIPL Transaction, and management fees from certain foreign subsidiaries. Additionally, the income tax provision for the year ended December 31, 2024 included the reversal of valuation allowances of $20.5 million in foreign and domestic jurisdictions as compared to the reversal of valuation allowances of $87.2 million for the year ended December 31, 2023. The income tax provision for the year ended December 31, 2023 also included a benefit from the application of a tax law change in Kenya. For more information on the change in the estimated useful lives of our tower assets, see the information under the caption “Property and Equipment” included in Note 1.
40
Table of Contents
The decrease in the income tax provision for the year ended December 31, 2023 was primarily attributable to a benefit in 2023 from the application of a tax law change in Kenya. The income tax provision for the year ended December 31, 2023 included the reversal of valuation allowances of $87.2 million in certain foreign jurisdictions as compared to the reversal of valuation allowances of $76.5 million for the year ended December 31, 2022.
Loss from Discontinued Operations, Net of Taxes
The ATC TIPL Transaction received all government and regulatory approvals during the three months ended September 30, 2024. The divestiture qualified for presentation as discontinued operations. Accordingly, the operating results of ATC TIPL are reported as discontinued operations for all periods presented. Prior to the divestiture and classification as discontinued operations, ATC TIPL’s operating results were included within the Asia-Pacific property segment. See Note 22 for further discussion.
On September 12, 2024, we completed the ATC TIPL Transaction and received total consideration of 182 billion INR (approximately $2.2 billion). We used the proceeds from the ATC TIPL Transaction to repay existing indebtedness under the 2021 Multicurrency Credit Facility. We recorded a loss on the sale of ATC TIPL of $1.2 billion, which primarily included the reclassification of our cumulative translation adjustment in India upon exiting the market of $1.1 billion.
The following table presents key components of Loss from discontinued operations, net of taxes in the consolidated statements of operations:
Year Ended December 31, Percent Change 2024 vs 2023 Percent Change 2023 vs 2022
2024 (1) 2023 2022
Revenue $ 911.2 $ 1,132.0 $ 1,065.7 (20) % 6 %
Cost of operations (473.8) (699.1) (694.6) (32) 1
Depreciation, amortization and accretion (96.0) (158.0) (190.2) (39) (17)
Selling, general, administrative and development expense (58.7) (46.5) (70.2) 26 (34)
Other operating expense (6.7) (7.0) (497.0) (4) (99)
Loss on sale of ATC TIPL (1,245.5) — — 100 —
Goodwill impairment — (322.0) — (100) 100
Operating loss $ (969.5) $ (100.6) $ (386.3) 864 % (74) %
Interest income 30.7 24.8 22.5 24 10
Interest expense (7.6) (10.0) (0.5) (24) 1,900
Other income (expense), net 46.5 77.8 (1.0) (40) (7,880)
Loss from discontinued operations before taxes $ (899.9) $ (8.0) $ (365.3) 11,149 % (98) %
Income tax provision (benefit) 78.4 63.4 (88.8) 24 (171)
Loss from discontinued operations, net of taxes $ (978.3) $ (71.4) $ (276.5) 1,270 % (74) %
_______________
(1) Includes the results of operations for ATC TIPL through September 12, 2024.
Following the rulings by the Supreme Court of India regarding carriers’ obligations for the adjusted gross revenue fees and charges prescribed by the court, we experienced variability and a level of uncertainty in collections in India. In the third quarter of 2022, one of our largest customers in India, Vodafone Idea Limited (“VIL”), communicated that it would make partial payments of its contractual amounts owed to us (the “VIL Shortfall”). We recorded reserves in late 2022 and the first half of 2023 for the VIL Shortfall. In the second half of 2023, VIL began making payments in full of its monthly contractual obligations owed to us.
During the year ended December 31, 2023, we deferred recognition of revenue of approximately $27.3 million, net of recoveries, related to VIL in India. During the year ended December 31, 2024, we recognized approximately $95.7 million of this previously deferred revenue. As of December 31, 2024, we have fully recognized this previously deferred revenue.
In 2023, we initiated a strategic review of our India business. During the process, and based on information gathered therein, we updated our estimate on the fair value of the India reporting unit and determined that the carrying value exceeded fair value. As a result, we recorded a goodwill impairment charge of $322.0 million in the third quarter of 2023 for our India reporting unit.
In February 2023, and as amended in August 2023, VIL issued optionally convertible debentures (the “VIL OCDs”) to ATC TIPL in exchange for VIL’s payment of certain amounts towards accounts receivables. The VIL OCDs were issued for an aggregate face value of 16.0 billion INR (approximately $193.2 million on the date of issuance). On March 23, 2024, we
41
Table of Contents
converted an aggregate face value of 14.4 billion INR (approximately $172.7 million) of VIL OCDs into 1,440 million shares of equity of VIL (the “VIL Shares”). On April 29, 2024, we completed the sale of 1,440 million VIL Shares at a price of 12.78 INR per share. The net proceeds for this transaction were approximately 18.0 billion INR (approximately $216.0 million at the date of settlement) after deducting commissions and fees. On June 5, 2024, we completed the sale of the remaining aggregate face value of 1.6 billion INR (approximately $19.2 million) of the VIL OCDs. The net proceeds for this transaction, excluding accrued interest, were approximately 1.8 billion INR (approximately $22.0 million at the date of settlement) after deducting fees. As of December 31, 2024, none of the VIL Shares or the VIL OCDs remained outstanding.
During the year ended December 31, 2024, we recognized a gain of $46.4 million on the sale of the VIL Shares and the VIL OCDs. The gains on the sales of the VIL Shares and the VIL OCDs are recorded in Loss from discontinued operations, net of taxes in the consolidated statements of operations in the current period. During the year ended December 31, 2023, we recognized an unrealized gain of $76.7 million related to the VIL OCDs. Gains related to the VIL Shares and the VIL OCDs are included in Other income, net in the table above.
During the year ended December 31, 2022, we recorded impairment charges of $97.0 million related to tower and network location intangible assets and $411.6 million related to tenant-related intangible assets related to a customer of ATC TIPL in India. Impairment changes are included in Other operating expense in the able above. For more information on these impairments, see the information under the caption “India Impairments” included in Note 22.
Net Income / Adjusted EBITDA and Net Income / Nareit FFO attributable to American Tower Corporation common stockholders / AFFO attributable to American Tower Corporation common stockholders
During the year ended December 31, 2024, we updated our presentation of Nareit FFO attributable to American Tower Corporation common stockholders and AFFO attributable to American Tower Corporation common stockholders to remove the separate presentation of Consolidated AFFO. We believe this presentation better aligns our reporting with management’s current approach of allocating capital and resources, managing growth and profitability and assessing the operating performance of our business. The change in presentation has no impact on our Nareit FFO attributable to American Tower Corporation common stockholders or AFFO attributable to American Tower Corporation common stockholders for any periods. Historical financial information included below has been adjusted to reflect the change in presentation.
Year Ended December 31, Percent Change 2024 vs 2023 Percent Change 2023 vs 2022
2024 2023 2022
Net income $ 2,280.2 $ 1,367.1 $ 1,696.7 67 % (19) %
Loss from discontinued operations, net of taxes 978.3 71.4 276.5 1,270 (74)
Income tax provision 366.3 90.8 112.8 303 (20)
Other (income) expense (377.6) 326.3 (434.7) (216) (175)
Loss on retirement of long-term obligations — 0.3 0.4 (100) (25)
Interest expense 1,404.5 1,388.2 1,136.0 1 22
Interest income (135.2) (118.6) (49.1) 14 142
Other operating expenses 74.1 370.7 270.6 (80) 37
Goodwill impairment — 80.0 — (100) 100
Depreciation, amortization and accretion 2,028.8 2,928.5 3,164.9 (31) (7)
Stock-based compensation expense 192.7 183.3 161.7 5 13
Adjusted EBITDA (1) $ 6,812.1 $ 6,688.0 $ 6,335.8 2 % 6 %
_______________
(1) Excludes the operating results of ATC TIPL, which are reported as discontinued operations. See Note 22 for further discussion.
42
Table of Contents
Year Ended December 31, Percent Change 2024 vs 2023 Percent Change 2023 vs 2022
2024 2023 2022
Net income (1) $ 2,280.2 $ 1,367.1 $ 1,696.7 67 % (19) %
Real estate related depreciation, amortization and accretion 1,879.6 2,682.7 2,925.5 (30) (8)
Losses from sale or disposal of real estate and real estate related impairment charges (2) 91.6 414.6 184.0 (78) 125
Adjustments and distributions for unconsolidated affiliates and noncontrolling interests (3) (352.7) (324.0) (210.4) 9 54
Adjustments for discontinued operations (4) 1,334.5 469.6 683.7 184 (31)
Nareit FFO attributable to American Tower Corporation common stockholders $ 5,233.2 $ 4,610.0 $ 5,279.5 14 % (13) %
Straight-line revenue (277.6) (465.4) (508.5) (40) (8)
Straight-line expense 46.8 24.4 34.0 92 (28)
Stock-based compensation expense 192.7 183.3 161.7 5 13
Deferred portion of income tax and other income tax adjustments (5)
88.7 (162.6) (195.4) (155) (17)
GTP one-time cash tax settlement (6) — — 48.3 — (100)
Non-real estate related depreciation, amortization and accretion 149.2 245.8 239.4 (39) 3
Amortization of deferred financing costs, capitalized interest, debt discounts and premiums and long-term deferred interest charges 54.1 49.8 47.5 9 5
Other (income) expense (7) (377.6) 326.3 (434.7) (216) (175)
Loss on retirement of long-term obligations — 0.3 0.4 (100) (25)
Other operating (income) expenses (8) (17.5) 36.1 86.6 (148) (58)
Capital improvement capital expenditures (157.4) (186.6) (164.8) (16) 13
Corporate capital expenditures (13.9) (16.2) (9.4) (14) 72
Adjustments and distributions for unconsolidated affiliates and noncontrolling interests (9) 4.4 19.4 20.0 (77) (3)
Adjustments for discontinued operations (10) 9.0 (53.1) (87.9) (117) (40)
AFFO attributable to American Tower Corporation common stockholders $ 4,934.1 $ 4,611.5 $ 4,516.7 7 % 2 %
AFFO attributable to American Tower Corporation common stockholders from continuing operations $ 4,568.9 $ 4,266.4 $ 4,197.4 7 % 2 %
AFFO attributable to American Tower Corporation common stockholders from discontinued operations $ 365.2 $ 345.1 $ 319.3 6 % 8 %
_______________
(1) For the years ended December 31, 2024, 2023 and 2022, includes Loss from discontinued operations, net of taxes of $978.3 million, $71.4 million and $276.5 million, respectively.
(2) For the years ended December 31, 2024, 2023 and 2022, includes impairment charges of $68.6 million, $200.0 million and $147.3 million, respectively. For the year ended December 31, 2023, also includes a goodwill impairment charge of $80.0 million recorded for the Spain reporting unit and a loss on the sale of Mexico Fiber of $80.0 million.
(3) Includes distributions to noncontrolling interest holders, distributions related to the outstanding mandatorily convertible preferred equity in connection with our agreements with certain investment vehicles affiliated with Stonepeak Partners LP and adjustments for the impact of noncontrolling interests on Nareit FFO attributable to American Tower Corporation common stockholders.
(4) For the years ended December 31, 2024, 2023 and 2022, includes (i) real estate related depreciation, amortization and accretion for discontinued operations of $91.3 million, $151.4 million and $183.4 million, respectively, and (ii) losses from the sale or disposal of real estate and real estate related impairment charges for discontinued operations of $1.2 billion, $318.2 million and $500.3 million, respectively. For the year ended December 31, 2024, includes a loss on the sale of ATC TIPL of $1.2 billion. For the year ended December 31, 2023, includes goodwill impairment charges of $322.0 million recorded for the India reporting unit.
(5) For the year ended December 31, 2024, includes adjustments for withholding taxes paid in Singapore of $36.4 million, which were incurred as a result of the ATC TIPL Transaction. We believe that these withholding tax payments are nonrecurring, and do not believe these are an indication of our operating performance. Accordingly, we believe it is more meaningful to present AFFO attributable to American Tower Corporation common stockholders excluding these amounts.
(6) In 2015, we incurred charges in connection with certain tax elections wherein MIP Tower Holdings LLC, parent company to Global Tower Partners (“GTP”), would no longer operate as a separate REIT for federal and state income tax purposes. We finalized a settlement related to this tax election during the year ended December 31, 2022. We believe that these related transactions are nonrecurring, and do not believe it is an indication of our operating performance. Accordingly, we believe it is more meaningful to present AFFO attributable to American Tower Corporation common stockholders excluding these amounts.
43
Table of Contents
(7) Includes (gains) losses on foreign currency exchange rate fluctuations of $(308.3) million, $330.6 million and $(451.4) million, respectively.
(8) Primarily includes acquisition-related costs, integration costs and disposition costs.
(9) Includes adjustments for the impact of noncontrolling interests on other line items, excluding those already adjusted for in Nareit FFO attributable to American Tower Corporation common stockholders.
(10) Includes the impact of discontinued operations associated with other line items, excluding the impact already included in Nareit FFO attributable to American Tower Corporation common stockholders.
Year Ended December 31, 2024
The increase in net income from continuing operations was primarily due to (i) a decrease in depreciation, amortization and accretion expense, (ii) changes in other (income) expense, primarily due to foreign currency exchange rate fluctuations, (iii) a decrease in other operating expense, (iv) an increase in segment operating profit and (v) a decrease in goodwill impairment, partially offset by an increase in the income tax provision.
The increase in Adjusted EBITDA was primarily attributable to an increase in our gross margin and a decrease in SG&A, excluding the impact of stock-based compensation expense of $22.0 million.
The increase in AFFO attributable to American Tower Corporation common stockholders was primarily attributable to (i) an increase in our operating profit, excluding the impact of straight-line accounting, (ii) a decrease in capital improvement capital expenditures and (iii) an increase in AFFO attributable to American Tower Corporation common stockholders from discontinued operations, partially offset by distributions and adjustments for noncontrolling interests, including distributions to noncontrolling interest holders in our Europe property segment and Data Centers segment.
Year Ended December 31, 2023
The decrease in net income from continuing operations was primarily due to (i) changes in other expense (income) primarily due to foreign currency exchange rate fluctuations, (ii) an increase in net interest expense, (iii) an increase in other operating expenses and (iv) an increase in goodwill impairment expense, partially offset by (x) an increase in segment operating profit, (y) a decrease in depreciation, amortization and accretion expense and (z) a decrease in the income tax provision.
The increase in Adjusted EBITDA was primarily attributable to an increase in our gross margin, partially offset by an increase in SG&A, excluding the impact of stock-based compensation expense, of $22.3 million.
The increase in AFFO attributable to American Tower Corporation common stockholders was primarily attributable to (i) an increase in our operating profit, excluding the impact of straight-line accounting, and (ii) an increase in AFFO attributable to American Tower Corporation common stockholders from discontinued operations, partially offset by (x) an increase in net cash paid for interest, (y) distributions and adjustments for noncontrolling interests, including distributions to noncontrolling interest holders in our Data Centers segment and (z) increases in cash paid for income taxes and capital improvement capital expenditures.
44
Table of Contents
Segment Gross Margin Reconciliation
Gross margin is defined as revenue less costs of operations inclusive of real estate related depreciation, amortization and accretion. Segment gross margin excludes depreciation, amortization and accretion.
Property Total
Property
Services Total
Year ended December 31, 2024 U.S. & Canada Africa & APAC (1) Europe Latin America Data Centers
Gross margin $ 3,790.6 $ 610.9 $ 240.9 $ 985.9 $ (56.2) $ 5,572.1 $ 101.1 $ 5,673.2
Real estate related depreciation, amortization and accretion 586.6 216.6 284.4 201.8 590.2 1,879.6 — 1,879.6
Segment gross margin $ 4,377.2 $ 827.5 $ 525.3 $ 1,187.7 $ 534.0 $ 7,451.7 $ 101.1 $ 7,552.8
______________
(1) Excludes the operating results of ATC TIPL, which are reported as discontinued operations. See note 22 for further discussion.
Property Total
Property
Services Total
Year ended December 31, 2023 U.S. & Canada Africa & APAC (1) Europe Latin America Data Centers
Gross margin $ 3,362.7 $ 505.0 $ 122.9 $ 890.5 $ (196.0) $ 4,685.1 $ 82.9 $ 4,768.0
Real estate related depreciation, amortization and accretion 1,003.6 301.0 353.2 341.8 683.1 2,682.7 — 2,682.7
Segment gross margin $ 4,366.3 $ 806.0 $ 476.1 $ 1,232.3 $ 487.1 $ 7,367.8 $ 82.9 $ 7,450.7
______________
(1) Excludes the operating results of ATC TIPL, which are reported as discontinued operations. See note 22 for further discussion.
Property Total
Property
Services Total
Year ended December 31, 2022 U.S. & Canada Africa & APAC (1) Europe Latin America Data Centers
Gross margin $ 3,136.3 $ 433.7 $ 71.0 $ 803.0 $ (427.0) $ 4,017.0 $ 133.7 $ 4,150.7
Real estate related depreciation, amortization and accretion 1,024.6 322.0 345.1 362.2 871.6 2,925.5 — 2,925.5
Segment gross margin $ 4,160.9 $ 755.7 $ 416.1 $ 1,165.2 $ 444.6 $ 6,942.5 $ 133.7 $ 7,076.2
______________
(1) Excludes the operating results of ATC TIPL, which are reported as discontinued operations. See note 22 for further discussion.
45
Table of Contents
Liquidity and Capital Resources
For a discussion of our 2023 Liquidity and Capital Resources, including a discussion of cash flows for the fiscal year ended December 31, 2023 compared to the fiscal year ended December 31, 2022, refer to Part I, Item 7 of the 2023 Form 10-K.
Overview
During the year ended December 31, 2024, we increased our financial flexibility and our ability to grow our business while maintaining our long-term financial policies. Our significant 2024 financing transactions included:
• Redemption of our 0.600% senior unsecured notes due 2024 (the “0.600% Notes”), our 5.00% senior unsecured notes due 2024 (the “5.00% Notes”) and our 3.375% senior unsecured notes due 2024 (the “3.375% Notes”) upon their maturity;
• Registered public offering in an aggregate principal amount of $3.6 billion, including 1.0 billion EUR, of senior unsecured notes with maturities ranging from 2029 to 2035;
• Repayment of 825.0 million EUR ($895.5 million as of the repayment date) unsecured term loan, as amended in December 2021 (the “2021 EUR Three Year Delayed Draw Term Loan”); and
• Repayment of indebtedness under the 2021 Multicurrency Credit Facility using proceeds from the ATC TIPL Transaction.
The following table summarizes our liquidity as of December 31, 2024 (in millions):
Available under the 2021 Multicurrency Credit Facility $ 6,000.0
Available under the 2021 Credit Facility 4,000.0
Letters of credit (35.6)
Total available under credit facilities, net 9,964.4
Cash and cash equivalents 1,999.6
Total liquidity $ 11,964.0
Subsequent to December 31, 2024, we made additional borrowings of $610.0 million under the 2021 Credit Facility (as defined below) and net borrowings of $210.0 million under the 2021 Multicurrency Credit Facility. The borrowings were used to repay existing indebtedness and for general corporate purposes.
Summary cash flow information is set forth below for the years ended December 31, (in millions):
2024 2023
Net cash provided by (used for):
Operating activities $ 5,290.5 $ 4,722.4
Investing activities (1) 410.6 (1,695.5)
Financing activities (5,452.4) (3,097.4)
Net effect of changes in foreign currency exchange rates on cash and cash equivalents, and restricted cash (233.9) 23.2
Net increase (decrease) in cash and cash equivalents, and restricted cash $ 14.8 $ (47.3)
_______________
(1) For the year ended December 31, 2024, includes $2.2 billion of proceeds from the ATC TIPL Transaction.
We use our cash flows to fund our operations and investments in our business, including maintenance and improvements, communications site and data center construction, managed network installations and acquisitions. Additionally, we use our cash flows to make distributions, including distributions of our REIT taxable income to maintain our qualification for taxation as a REIT under the Code. We may also periodically repay or repurchase our existing indebtedness or equity. We typically fund our international expansion efforts primarily through a combination of cash on hand, intercompany debt and equity contributions.
On an on-going basis, we also perform a comprehensive assessment of our global operations to ensure our portfolio is positioned to drive sustained growth and achieve our risk-adjusted return objectives. This assessment may result in our decision to divest a portion, or all, of certain assets, including our Australia and New Zealand businesses in 2024, and the ATC TIPL Transaction, and repurpose proceeds, and potential future capital, to other capital priorities.
As of December 31, 2024, we had total outstanding indebtedness of $36.8 billion, with a current portion of $3.7 billion. During the year ended December 31, 2024, we generated sufficient cash flow from operations, together with borrowings under our credit facilities, proceeds from our debt issuances and cash on hand, to fund our acquisitions, capital expenditures and debt service obligations, as well as our required distributions. We believe the cash generated by operating activities during the year
46
Table of Contents
ending December 31, 2025, together with our borrowing capacity under our credit facilities, will suffice to fund our required distributions, capital expenditures, debt service obligations (interest and principal repayments) and signed acquisitions.
As of December 31, 2024, we had $1.1 billion of cash and cash equivalents held by our foreign subsidiaries. As of December 31, 2024, we had $228.2 million of cash and cash equivalents held by our joint ventures, of which $211.6 million was held by our foreign joint ventures. Certain foreign subsidiaries may pay us interest or principal on intercompany debt. Additionally, in the event that we repatriate funds from our foreign subsidiaries, we may be required to accrue and pay certain taxes.
Cash Flows from Operating Activities
For the year ended December 31, 2024, cash provided by operating activities increased $568.1 million as compared to the year ended December 31, 2023. The primary factors that impacted cash provided by operating activities as compared to the year ended December 31, 2023, include:
• increases in the operating profits of our U.S. & Canada, Africa & APAC and Europe property segments, our Data Centers segment, our Services segment and in India, excluding the loss on sale of ATC TIPL;
• a decrease in the impact of straight-line revenue; and
• a decrease in cash required for working capital;
• Partially offset by increases in cash paid for interest and cash paid for taxes.
Cash Flows from Investing Activities
Our significant investing activities during the year ended December 31, 2024 are highlighted below:
• We spent approximately $123.0 million for acquisitions, including $25.7 million in payments made for acquisitions completed in 2023, $59.1 million in payments for sites acquired in connection with the AT&T transaction described in note 18 to our consolidated financial statements included in this Annual Report.
• We received $238.0 million from the sales of the VIL Shares and the VIL OCDs.
• We received $2.2 billion from the ATC TIPL Transaction.
• We spent $1.6 billion for capital expenditures, as follows (in millions):
Discretionary capital projects (1) $ 851.0
Ground lease purchases (2) 144.2
Capital improvements and corporate expenditures (3) 189.3
Redevelopment 350.0
Start-up capital projects 81.3
Total capital expenditures (4) $ 1,615.8
_______________
(1) Includes the construction of 2,391 communications sites globally, the construction of 90 communications sites in India, which are reported as discontinued operations, and approximately $491.6 million of spend related to data center assets.
(2) Includes $32.7 million of perpetual land easement payments reported in Deferred financing costs and other financing activities in the cash flows from financing activities in our consolidated statements of cash flows.
(3) Includes $4.7 million of finance lease payments reported in Repayments of notes payable, credit facilities, senior notes, secured debt, term loans and finance leases in the cash flows from financing activities in our consolidated statements of cash flows.
(4) Net of purchase credits of $11.6 million on certain assets, which are recorded in investing activities in our consolidated statements of cash flows.
We plan to continue to allocate our available capital, after satisfying our distribution requirements, among investment alternatives that meet our return on investment criteria, while maintaining our commitment to our long-term financial policies. Accordingly, we expect to continue to deploy capital through our annual capital expenditure program, including land purchases and new site and data center facility construction, and through acquisitions. We also regularly review our portfolios as to capital expenditures required to upgrade our infrastructure to our structural standards or address capacity, structural or permitting issues.
We expect that our 2025 total capital expenditures will be as follows (in millions):
Discretionary capital projects (1) $ 880 to $ 910
Ground lease purchases 190 to 210
Capital improvements and corporate expenditures 155 to 165
Redevelopment 360 to 390
Start-up capital projects 50 to 70
Total capital expenditures $ 1,635 to $ 1,745
47
Table of Contents
_______________
(1) Includes the construction of approximately 1,950 to 2,550 communications sites globally and approximately $610 million of anticipated spend related to data center assets.
Cash Flows from Financing Activities
Our significant financing activities were as follows (in millions):
Year Ended December 31,
2024 2023
Proceeds from issuance of senior notes, net $ 3,568.6 $ 5,678.3
Repayments of credit facilities, net (2,321.1) (2,563.8)
Repayments of term loans (1) (1,015.4) (1,500.0)
Proceeds from issuance of securities in securitization transaction — 1,300.0
Repayments of securitized debt — (1,300.0)
Repayments of senior notes (2,150.0) (1,700.0)
Distributions paid on common stock (3,074.9) (2,949.3)
_______________
(1) For the year ended December 31, 2024, includes the repayments of the 2021 EUR Three Year Delayed Draw Term Loan and the India Term Loan (as defined below).
Senior Notes
Repayments of Senior Notes
Repayment of 0.600% Senior Notes— On January 12, 2024, we repaid $500.0 million aggregate principal amount of the 0.600% Notes upon their maturity. The 0.600% Notes were repaid using borrowings under the 2021 Multicurrency Credit Facility. Upon completion of the repayment, none of the 0.600% Notes remained outstanding.
Repayment of 5.00% Senior Notes— On February 14, 2024, we repaid $1.0 billion aggregate principal amount of the 5.00% Notes upon their maturity. The 5.00% Notes were repaid using borrowings under the 2021 Multicurrency Credit Facility. Upon completion of the repayment, none of the 5.00% Notes remained outstanding.
Repayment of 3.375% Senior Notes —On May 15, 2024, we repaid $650.0 million aggregate principal amount of the 3.375% Notes upon their maturity. The 3.375% Notes were repaid using borrowings under the 2021 Credit Facility (as defined below). Upon completion of the repayment, none of the 3.375% Notes remained outstanding.
Repayment of 2.950% Senior Notes— On January 14, 2025, we repaid $650.0 million aggregate principal amount of our 2.950% senior unsecured notes due 2025 (the “2.950% Notes”) upon their maturity. The 2.950% Notes were repaid using cash on hand and borrowings under the 2021 Multicurrency Credit Facility. Upon completion of the repayment, none of the 2.950% Notes remained outstanding.
Offerings of Senior Notes
5.200% Senior Notes and 5.450% Senior Notes Offering— On March 7, 2024, we completed a registered public offering of $650.0 million aggregate principal amount of 5.200% senior unsecured notes due 2029 (the “5.200% Notes”) and $650.0 million aggregate principal amount of 5.450% senior unsecured notes due 2034 (the “5.450% Notes”). The net proceeds from this offering were approximately $1,281.3 million, after deducting commissions and estimated expenses. We used the net proceeds to repay existing indebtedness under the 2021 Multicurrency Credit Facility.
3.900% Senior Notes and 4.100% Senior Notes Offering— On May 29, 2024, we completed a registered public offering of 500.0 million EUR ($540.1 million at the date of issuance) aggregate principal amount of 3.900% senior unsecured notes due 2030 (the “3.900% Notes”) and 500.0 million EUR ($540.1 million at the date of issuance) aggregate principal amount of 4.100% senior unsecured notes due 2034 (the “4.100% Notes”). The net proceeds from this offering were approximately 988.4 million EUR (approximately $1,067.5 million at the date of issuance), after deducting commissions and estimated expenses. We used the net proceeds to repay existing EUR indebtedness under the 2021 Multicurrency Credit Facility.
5.000% Senior Notes and 5.400% Senior Notes Offering— On November 21, 2024, we completed a registered public offering of $600.0 million aggregate principal amount of 5.000% senior unsecured notes due 2030 (the “5.000% Notes”) and $600.0 million aggregate principal amount of 5.400% senior unsecured notes due 2035 (the “5.400% Notes” and, collectively with the 5.200% Notes, the 5.450% Notes, the 3.900% Notes, the 4.100% Notes and the 5.000% Notes, the “2024 Notes”). The
48
Table of Contents
net proceeds from this offering were approximately $1,183.7 million, after deducting commissions and estimated expenses. We used the net proceeds to repay existing indebtedness under the 2021 Multicurrency Credit Facility and the 2021 Credit Facility.
The key terms of the 2024 Notes are as follows:
Senior Notes Aggregate Principal Amount (in millions) Issue Date and Interest Accrual Date Maturity Date Contractual Interest Rate First Interest Payment Interest Payments Due (1) Par Call Date (2)
5.200% Notes $ 650.0 March 7, 2024 February 15, 2029 5.200 % August 15, 2024 February 15 and August 15 January 15. 2029
5.450% Notes $ 650.0 March 7, 2024 February 15, 2034 5.450 % August 15, 2024 February 15 and August 15 November 15. 2033
3.900% Notes (3) $ 540.1 May 29, 2024 May 16, 2030 3.900 % May 16, 2025 May 16 February 16, 2030
4.100% Notes (3) $ 540.1 May 29, 2024 May 16, 2034 4.100 % May 16, 2025 May 16 February 16. 2034
5.000% Notes $ 600.0 November 21, 2024 January 31, 2030 5.000 % July 31, 2025 January 31 and July 31 December 31, 2029
5.400% Notes $ 600.0 November 21, 2024 January 31, 2035 5.400 % July 31, 2025 January 31 and July 31 October 31, 2034
_______________
(1) Accrued and unpaid interest on U.S. Dollar (“USD”) denominated notes is payable in USD semi-annually in arrears and will be computed from the issue date on the basis of a 360-day year comprised of twelve 30-day months. Interest on EUR denominated notes is payable in EUR annually in arrears and will be computed on the basis of the actual number of days in the period for which interest is being calculated and the actual number of days from and including the last date on which interest was paid on the notes, beginning on the issue date.
(2) We may redeem the 2024 Notes at any time, in whole or in part, at a redemption price equal to 100% of the principal amount of the 2024 Notes plus a make-whole premium, together with accrued interest to the redemption date. If we redeem the 2024 Notes on or after the par call date, we will not be required to pay a make-whole premium.
(3) The 3.900% Notes and the 4.100% Notes are denominated in EUR; dollar amounts represent the aggregate principal amount at the issuance date.
If we undergo a change of control and corresponding ratings decline, each as defined in the applicable supplemental indenture for the 2024 Notes, we may be required to repurchase all of the 2024 Notes at a purchase price equal to 101% of the aggregate principal amount of those 2024 Notes, plus accrued and unpaid interest (including additional interest, if any), up to but not including the repurchase date. The 2024 Notes rank equally in right of payment with all of our other senior unsecured debt obligations and are structurally subordinated to all existing and future indebtedness and other obligations of our subsidiaries.
Each applicable supplemental indenture contains certain covenants that restrict our ability to merge, consolidate or sell assets and our (together with our subsidiaries’) ability to incur liens. These covenants are subject to a number of exceptions, including that we and our subsidiaries may incur certain liens on assets, mortgages or other liens securing indebtedness if the aggregate amount of indebtedness secured by such liens does not exceed 3.5x Adjusted EBITDA, as defined in the applicable supplemental indenture.
Bank Facilities
Amendments to Bank Facilities— On January 28, 2025, we amended our (i) 2021 Multicurrency Credit Facility, (ii) $4.0 billion senior unsecured revolving credit facility, as amended and restated on December 8, 2021, as further amended (the “2021 Credit Facility”) and (iii) $1.0 billion unsecured term loan, as amended and restated on December 8, 2021, as further amended (the “2021 Term Loan”).
These amendments, among other things,
i. extend the maturity dates of the 2021 Multicurrency Credit Facility and the 2021 Credit Facility to January 28, 2028 and January 28, 2030, respectively;
ii. extend the maturity date of the 2021 Term Loan to January 28, 2028; and
iii. update the Applicable Margins (as defined in the loan agreements).
2021 Multicurrency Credit Facility— As of December 31, 2024, we had the ability to borrow up to $6.0 billion under the 2021 Multicurrency Credit Facility, which includes a $3.5 billion sublimit for multicurrency borrowings, a $200.0 million sublimit for letters of credit and a $50.0 million sublimit for swingline loans. During the year ended December 31, 2024, we borrowed an aggregate of $5.4 billion, including 0.9 billion EUR ($1.0 billion as of the borrowing date) and repaid an aggregate of $6.1 billion, including 1.1 billion EUR ($1.2 billion as of the repayment date), of revolving indebtedness under the 2021 Multicurrency Credit Facility. We used the borrowings to repay outstanding indebtedness, including the 0.600% Notes, the
49
Table of Contents
5.00% Notes and the 2021 EUR Three Year Delayed Draw Term Loan, and for general corporate purposes. We used the proceeds from the ATC TIPL Transaction to repay existing indebtedness under the 2021 Multicurrency Credit Facility. As of December 31, 2024, there are no EUR borrowings outstanding under the 2021 Multicurrency Credit Facility.
2021 Credit Facility— As of December 31, 2024, we had the ability to borrow up to $4.0 billion under the 2021 Credit Facility, which includes a $2.5 billion sublimit for multicurrency borrowings, $200.0 million sublimit for letters of credit and a $50.0 million sublimit for swingline loans. During the year ended December 31, 2024, we borrowed an aggregate of $1.5 billion and repaid an aggregate of $3.1 billion of revolving indebtedness under our 2021 Credit Facility. We used the borrowings to repay outstanding indebtedness, including the 3.375% Notes, and for general corporate purposes.
Repayment of 2021 EUR Three Year Delayed Draw Term Loan— On May 21, 2024, we repaid all amounts outstanding under the 2021 EUR Three Year Delayed Draw Term Loan using borrowings under the 2021 Multicurrency Credit Facility.
As of December 31, 2024, the key terms under the 2021 Multicurrency Credit Facility, the 2021 Credit Facility and the 2021 Term Loan were as follows:
Bank Facility Outstanding Principal Balance Maturity Date SOFR or EURIBOR borrowing interest rate range (1) Base rate borrowing interest rate range (1) Current margin over SOFR or EURIBOR and the base rate, respectively (2)
2021 Multicurrency Credit Facility (3) $ — July 1, 2026 (4) 0.875% - 1.500% 0.000% - 0.500% 1.125% and 0.125%
2021 Credit Facility (3) — July 1, 2028 (4) 0.875% - 1.500% 0.000% - 0.500% 1.125% and 0.125%
2021 Term Loan (3) 1,000.0 January 31, 2027 0.875% - 1.750% 0.000% - 0.750% 1.125% and 0.125%
_______________
(1) Represents interest rate above: (a) Secured Overnight Financing Rate (“SOFR”) for SOFR based borrowings, (b) Euro Interbank Offer Rate (“EURIBOR”) for EURIBOR based borrowings and (c) the defined base rate for base rate borrowings, in each case based on our debt ratings.
(2) As further discussed above, on January 28, 2025, we amended the 2021 Multicurrency Credit Facility, the 2021 Credit Facility and the 2021 Term Loan to update the current margin over SOFR or EURIBOR and the base rate to 1.000% and 0.000%, respectively.
(3) Currently borrowed at SOFR.
(4) Subject to two optional renewal periods.
We must pay a quarterly commitment fee on the undrawn portion of each of the 2021 Multicurrency Credit Facility and the 2021 Credit Facility. The commitment fee for the 2021 Multicurrency Credit Facility and the 2021 Credit Facility ranges from 0.080% to 0.200% per annum, based upon our debt ratings, and is currently 0.110%.
The 2021 Multicurrency Credit Facility, the 2021 Credit Facility and the 2021 Term Loan and the associated loan agreements (the “Bank Loan Agreements”) do not require amortization of principal and may be paid prior to maturity in whole or in part at our option without penalty or premium. We have the option of choosing either a defined base rate, SOFR or EURIBOR as the applicable base rate for borrowings under these bank facilities.
Each Bank Loan Agreement contains certain reporting, information, financial and operating covenants and other restrictions (including limitations on additional debt, guaranties, sales of assets and liens) with which we must comply. Failure to comply with the financial and operating covenants of the loan agreements could not only prevent us from being able to borrow additional funds under the revolving credit facilities, but may constitute a default, which could result in, among other things, the amounts outstanding under the applicable agreement, including all accrued interest and unpaid fees, becoming immediately due and payable.
Other Subsidiary Debt— As of December 31, 2023, our other subsidiary debt included drawn letters of credit in Nigeria (the “Nigeria Letters of Credit”).
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) Carrying Value
(USD) Interest Rate Maturity Date
2024 2023 2024 2023
Nigeria Letters of Credit (1) $ — $ 3.4 $ — $ 3.4 Various Various
_______________
(1) Denominated in USD. During the years ended December 31, 2024 and 2023, we drew on letters of credit in Nigeria. The drawn amounts bear interest at a rate equal to the SOFR at the time of drawing plus a spread. Amounts are due 270 days from the date of drawing.
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,
50
Table of Contents
which could result in, among other things, the amounts outstanding, including all accrued interest and unpaid fees, becoming immediately due and payable.
India Term Loan —On February 17, 2023, we borrowed 10.0 billion INR (approximately $120.7 million at the date of borrowing) under an unsecured term loan in India with a maturity date that is one year from the date of the first draw thereunder (the “India Term Loan”). In January 2024, we amended the India Term Loan to extend the maturity date to December 31, 2024. On September 12, 2024, in connection with the completion of the ATC TIPL Transaction, we repaid the India Term Loan.
Stock Repurchase Programs —In March 2011, our Board approved a stock repurchase program, pursuant to which we are authorized to repurchase up to $1.5 billion of our common stock (the “2011 Buyback”). In December 2017, our Board approved an additional stock repurchase program, pursuant to which we are authorized to repurchase up to $2.0 billion of our common stock (the “2017 Buyback,” and, together with the 2011 Buyback, the “Buyback Programs”).
During the year ended December 31, 2024, there were no repurchases under either of the Buyback Programs.
Under each program, we are authorized to purchase shares from time to time through open market purchases or in privately negotiated transactions not to exceed market prices and subject to market conditions and other factors. With respect to open market purchases, we may use plans adopted in accordance with Rule 10b5-1 under the Exchange Act in accordance with securities laws and other legal requirements, which allows us to repurchase shares during periods when we may otherwise be prevented from doing so under insider trading laws or because of self-imposed trading blackout periods. These programs may be discontinued at any time.
We have repurchased a total of 14.5 million shares of our common stock under the 2011 Buyback for an aggregate of $1.5 billion, including commissions and fees. We expect to continue managing the pacing of the remaining approximately $2.0 billion under the Buyback Programs in response to general market conditions and other relevant factors. We expect to fund any further repurchases of our common stock through a combination of cash on hand, cash generated by operations and borrowings under our credit facilities. Repurchases under the Buyback Programs are subject to, among other things, us having available cash to fund the repurchases.
Sales of Equity Securities —We receive proceeds from sales of our equity securities pursuant to our employee stock purchase plan (the “ESPP”) and upon exercise of stock options granted under our equity incentive plan, as amended (the “2007 Plan”). During the year ended December 31, 2024, we received an aggregate of $46.4 million in proceeds upon exercises of stock options and sales pursuant to the ESPP.
Future Financing Transactions — We regularly consider various options to obtain financing and access the capital markets, subject to market conditions, to meet our funding needs. Such capital raising alternatives, in addition to those noted above, may include amendments and extensions of our bank facilities, entry into new bank facilities, transactions with private equity funds or partnerships, additional senior note and equity offerings and securitization transactions. No assurance can be given as to whether any such financing transactions will be completed or as to the timing or terms thereof.
Distributions— As a REIT, we must annually distribute to our stockholders an amount equal to at least 90% of our REIT taxable income (determined before the deduction for distributed earnings and excluding any net capital gain). Generally, we have distributed, and expect to continue to distribute, all or substantially all of our REIT taxable income after taking into consideration our utilization of NOLs. We have distributed an aggregate of approximately $20.5 billion to our common stockholders, including the dividend paid in February 2025, primarily classified as ordinary income that may be treated as qualified REIT dividends under Section 199A of the Code for taxable years beginning before 2026.
During the year ended December 31, 2024, we paid $6.56 per share, or $3.1 billion, to our common stockholders of record. In addition, we declared a distribution of $1.62 per share, or $757.1 million, paid on February 3, 2025 to our common stockholders of record at the close of business on December 27, 2024.
We accrue distributions on unvested restricted stock units, which are payable upon vesting. The amount accrued for distributions payable related to unvested restricted stock units was $22.5 million and $21.5 million as of December 31, 2024 and 2023, respectively. During the year ended December 31, 2024, we paid $12.0 million of distributions upon the vesting of restricted stock units.
The amount, timing and frequency of future distributions will be at the sole discretion of our Board and will depend on various factors, a number of which may be beyond our control, including our financial condition and operating cash flows, the amount required to maintain our qualification for taxation as a REIT and reduce any income and excise taxes that we otherwise would be required to pay, limitations on distributions in our existing and future debt and preferred equity instruments, our ability to utilize NOLs to offset our distribution requirements, limitations on our ability to fund distributions using cash generated through our TRSs and other factors that our Board may deem relevant.
51
Table of Contents
For more details on the cash distributions paid to our common stockholders during the year ended December 31, 2024, see note 14 to our consolidated financial statements included in this Annual Report.
Material Cash Requirements — The following table summarizes material cash requirements from known contractual and other obligations as of December 31, 2024 (in millions):
2025 2026 2027 2028 2029 Thereafter Total
Debt obligations (1) $ 3,693.0 $ 3,319.3 $ 5,466.7 $ 6,027.4 $ 3,677.0 $ 14,572.9 $ 36,756.3
Operating lease obligations (2) 986.9 924.9 886.1 843.4 801.7 7,088.1 11,531.1
______________
(1) Includes aggregate principal maturities of long-term debt, including finance lease obligations (see note 8 to our consolidated financial statements included in this Annual Report).
(2) Includes payments under non-cancellable initial terms, as well as payments for certain renewal periods at our option, which we expect to renew because failure to do so could result in a loss of the applicable communications sites and related revenues from tenant leases (see note 4 to our consolidated financial statements included in this Annual Report).
Distributions— We expect that our 2025 total distributions declared to our common stockholders will be $3.2 billion. The amount, timing and frequency of future distributions will be at the sole discretion of our Board.
Asset Retirement Obligations— We are required to remove our assets and remediate the leased sites upon which certain of our assets are located. As of December 31, 2024, the estimated undiscounted future cash outlay for asset retirement obligations was $4.5 billion.
Factors Affecting Sources of Liquidity
Our liquidity depends on our ability to generate cash flow from operating activities, borrow funds under our credit facilities and maintain compliance with the contractual agreements governing our indebtedness. We believe that the debt agreements discussed below represent our material debt agreements that contain covenants, our compliance with which would be material to an investor’s understanding of our financial results and the impact of those results on our liquidity.
Internally Generated Funds —Because the majority of our customer leases are multiyear contracts, a significant majority of the revenues generated by our property operations as of the end of 2024 is recurring revenue that we should continue to receive in future periods. Accordingly, a key factor affecting our ability to generate cash flow from operating activities is to maintain this recurring revenue and to convert it into operating profit by minimizing operating costs and fully achieving our operating efficiencies. In addition, our ability to increase cash flow from operating activities depends upon the demand for our communications infrastructure and our related services and our ability to increase the utilization of our existing communications infrastructure.
Restrictions Under Loan Agreements Relating to Our Credit Facilities —Each Bank Loan Agreement contains certain financial and operating covenants and other restrictions applicable to us and our subsidiaries that are not designated as unrestricted subsidiaries on a consolidated basis. These restrictions include limitations on additional debt, distributions and dividends, guaranties, sales of assets and liens. The Bank Loan Agreements also contain covenants that establish financial tests with which we and our restricted subsidiaries must comply related to total leverage and senior secured leverage, as set forth in the table below. As of December 31, 2024, we were in compliance with each of these covenants.
Compliance Tests For The 12 Months Ended
December 31, 2024
($ in billions)
Ratio (1) Additional Debt Capacity Under Covenants (2) Capacity for Adjusted EBITDA Decrease Under Covenants (3)
Consolidated Total Leverage Ratio Total Debt to Adjusted EBITDA
≤ 6.00:1.00 ~5.4 ~0.9
Consolidated Senior Secured Leverage Ratio Senior Secured Debt to Adjusted EBITDA
≤ 3.00:1.00 ~18.4 (4) ~6.1 (4)
_______________
(1) Each component of the ratio as defined in the applicable loan agreement.
(2) Assumes no change to Adjusted EBITDA.
(3) Assumes no change to our debt levels.
(4) Effectively, however, additional Senior Secured Debt under this ratio would be limited to the capacity under the Consolidated Total Leverage Ratio.
The Bank Loan Agreements also contain reporting and information covenants that require us to provide financial and operating information to the lenders within certain time periods. If we are unable to provide the required information on a timely basis, we would be in breach of these covenants.
52
Table of Contents
Failure to comply with the financial maintenance tests and certain other covenants of the Bank Loan Agreements could not only prevent us from being able to borrow additional funds under the revolving credit facilities, but may also constitute a default under these credit facilities, which could result in, among other things, the amounts outstanding, including all accrued interest and unpaid fees, becoming immediately due and payable. If this were to occur, we may not have sufficient cash on hand to repay such indebtedness. The key factors affecting our ability to comply with the debt covenants described above are our financial performance relative to the financial maintenance tests defined in the Bank Loan Agreements and our ability to fund our debt service obligations. Based upon our current expectations, we believe our operating results during the next 12 months will be sufficient to comply with these covenants.
Restrictions Under Agreements Relating to the 2015 Securitization and the Trust Securitizations— The indenture and related supplemental indenture governing the American Tower Secured Revenue Notes, Series 2015-2, Class A (the “Series 2015-2 Notes”) issued by GTP Acquisition Partners I, LLC (“GTP Acquisition Partners”) in a private securitization transaction in May 2015 (the “2015 Securitization”) and the loan agreement related to the securitization transactions completed in March 2018 (the “2018 Securitization”) and March 2023 (the “2023 Securitization” and, together with the 2018 Securitization, the “Trust Securitizations”) (collectively, the “Securitization Loan Agreements”) include certain financial ratios and operating covenants and other restrictions customary for transactions subject to rated securitizations. Among other things, GTP Acquisition Partners and American Tower Asset Sub, LLC and American Tower Asset Sub II, LLC (together, the “AMT Asset Subs”) are prohibited from incurring other indebtedness for borrowed money or further encumbering their assets, subject to customary carve-outs for ordinary course trade payables and permitted encumbrances (as defined in the applicable agreements).
Under the Securitization Loan Agreements, amounts due will be paid from the cash flows generated by the assets securing the Series 2015-2 Notes or the assets securing the nonrecourse loan that secures the Secured Tower Revenue Securities, Series 2018-1, Subclass A (the “Series 2018-1A Securities”), the Secured Tower Revenue Securities, Series 2018-1, Subclass R (the “Series 2018-1R Securities” and, together with the Series 2018-1A Securities, the “2018 Securities”), the Secured Tower Revenue Securities 2023-1, Subclass A (the “Series 2023-1A Securities”), the Secured Tower Revenue Securities, Series 2023-1, Subclass R (the “Series 2023-1R Securities” and, together with the Series 2023-1A Securities, the “2023 Securities”) issued in the Trust Securitizations (the “Loan”), as applicable, which must be deposited into certain reserve accounts, and thereafter distributed, solely pursuant to the terms of the applicable agreement. On a monthly basis, after paying all required amounts under the applicable agreement, subject to the conditions described in the table below, the excess cash flows generated from the operation of these assets are released to GTP Acquisition Partners or the AMT Asset Subs, as applicable, which can then be distributed to us for use. As of December 31, 2024, $60.8 million held in such reserve accounts was classified as restricted cash.
Certain information with respect to the 2015 Securitization and the Trust Securitizations is set forth below. The debt service coverage ratio (“DSCR”) is generally calculated as the ratio of the net cash flow (as defined in the applicable agreement) to the amount of interest, servicing fees and trustee fees required to be paid over the succeeding 12 months on the principal amount of the Series 2015-2 Notes or the Loan, as applicable, that will be outstanding on the payment date following such date of determination.
53
Table of Contents
Issuer or Borrower Notes/Securities Issued Conditions Limiting Distributions of Excess Cash Excess Cash Distributed During Year Ended December 31, 2024 DSCR as of
December 31, 2024 Capacity for Decrease in Net Cash Flow Before Triggering Cash Trap DSCR (1) Capacity for Decrease in Net Cash Flow Before Triggering Minimum DSCR (1)
Cash Trap DSCR Amortization Period
(in millions) (in millions) (in millions)
2015 Securitization GTP Acquisition Partners American Tower Secured Revenue Notes, Series 2015-2 1.30x, Tested Quarterly (2) (3)(4) $354.0 18.10x $309.1 $311.9
Trust Securitizations AMT Asset Subs Secured Tower Revenue Securities, Series 2023-1, Subclass A, Secured Tower Revenue Securities, Series 2023-1, Subclass R, Secured Tower Revenue Securities, Series 2018-1, Subclass A and Secured Tower Revenue Securities, Series 2018-1, Subclass R 1.30x, Tested Quarterly (2) (3)(5) $540.1 7.14x $526.4 $540.0
_______________
(1) Based on the net cash flow of the applicable issuer or borrower as of December 31, 2024 and the expenses payable over the next 12 months on the Series 2015-2 Notes or the Loan, as applicable.
(2) If the DSCR were equal to or below 1.30x (the “Cash Trap DSCR”) for any quarter, 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 applicable issuer or borrower. Once triggered, a Cash Trap DSCR condition continues to exist until the DSCR exceeds the Cash Trap DSCR for two consecutive calendar quarters.
(3) An amortization period commences if the DSCR is equal to or below 1.15x (the “Minimum DSCR”) at the end of any calendar quarter and continues to exist until the DSCR exceeds the Minimum DSCR for two consecutive calendar quarters.
(4) No amortization period is triggered if the outstanding principal amount of a series has not been repaid in full on the applicable anticipated repayment date. However, in that event, additional interest will accrue on the unpaid principal balance of the applicable series, and that series will begin to amortize on a monthly basis from excess cash flow.
(5) An amortization period exists if the outstanding principal amount has not been paid in full on the applicable anticipated repayment date and continues to exist until the principal has been repaid in full.
A failure to meet the noted DSCR tests could prevent GTP Acquisition Partners or the AMT Asset Subs from distributing excess cash flow to us, which could affect our ability to fund our capital expenditures, including tower construction and acquisitions and to meet REIT distribution requirements. During an “amortization period,” all excess cash flow and any amounts then in the applicable Cash Trap Reserve Account would be applied to pay the principal of the Series 2015-2 Notes or the Loan, as applicable, on each monthly payment date, and so would not be available for distribution to us. Further, additional interest will begin to accrue with respect to the Series 2015-2 Notes or subclass of the Loan from and after the anticipated repayment date at a per annum rate determined in accordance with the applicable agreement. With respect to the Series 2015-2 Notes, upon the occurrence of, and during, an event of default, the applicable trustee may, in its discretion or at the direction of holders of more than 50% of the aggregate outstanding principal of the Series 2015-2 Notes, declare the Series 2015-2 Notes immediately due and payable, in which case any excess cash flow would need to be used to pay holders of those notes. Furthermore, if GTP Acquisition Partners or the AMT Asset Subs were to default on the Series 2015-2 Notes or the Loan, the applicable trustee may seek to foreclose upon or otherwise convert the ownership of all or any portion of the 3,338 communications sites that secure the Series 2015-2 Notes or the 5,029 broadcast and wireless communications towers and related assets that secure the Loan, respectively, in which case we could lose those sites and their associated revenue.
As discussed above, we use our available liquidity and seek new sources of liquidity to fund capital expenditures, future growth and expansion initiatives, satisfy our distribution requirements and repay or repurchase our debt. If we determine that it is desirable or necessary to raise additional capital, we may be unable to do so, or such additional financing may be prohibitively expensive or restricted by the terms of our outstanding indebtedness. Further, as discussed under Item 1A of this Annual Report
54
Table of Contents
under the caption “Risk Factors,” market volatility and disruption caused by inflation, high interest rates and supply chain disruptions may impact our ability to raise additional capital through debt financing activities or our ability to repay or refinance maturing liabilities, or impact the terms of any new obligations. If we are unable to raise capital when our needs arise, we may not be able to fund capital expenditures, future growth and expansion initiatives, satisfy our REIT distribution requirements and debt service obligations, or refinance our existing indebtedness.
In addition, our liquidity depends on our ability to generate cash flow from operating activities. As set forth under Item 1A of this Annual Report under the caption “Risk Factors,” we derive a substantial portion of our current and projected future revenue from a small number of customers and, consequently, a failure by a significant customer to perform its contractual obligations to us could adversely affect our cash flow and liquidity.
Critical Accounting Policies and Estimates
Management’s discussion and analysis of financial condition and results of operations are based upon our consolidated financial statements, which have been prepared in accordance with GAAP. The preparation of these financial statements requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, as well as related disclosures of contingent assets and liabilities. We evaluate our policies and estimates on an ongoing basis. Management bases its estimates on historical experience and various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying amounts of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.
We have reviewed our policies and estimates to determine our critical accounting policies for the year ended December 31, 2024. We have identified the following policies as critical to an understanding of our results of operations and financial condition. This is not a comprehensive list of our accounting policies. See note 1 to our consolidated financial statements included in this Annual Report for a summary of our significant accounting policies. In many cases, the accounting treatment of a particular transaction is specifically dictated by GAAP, with no need for management’s judgment in its application. There are also areas in which management’s judgment in selecting any available alternative would not produce a materially different result.
• Assets Held for Sale —We consider long-lived assets to be “held for sale” upon satisfaction of the following criteria: (a) management commits to a plan to sell an asset (or group of assets), (b) the asset is available for immediate sale in its present condition subject only to terms that are usual and customary for sales of such assets, (c) an active program to locate a buyer and other actions required to complete the plan to sell the asset have been initiated, (d) the sale of the asset is probable and transfer of the asset is expected to be completed within one year, (e) the asset is being actively marketed for sale at a price that is reasonable in relation to its current fair value and (f) actions required to complete the plan indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn. Typically, these criteria are all met when the relevant assets are under contract, significant non-refundable deposits have been made by the potential buyer, the assets are immediately available for transfer and there are no contingencies related to the sale that may prevent the transaction from closing.
Assets classified as held for sale are reported at the lesser of the carrying value, or estimated fair value, less estimated costs to sell and are not depreciated. We reassess the fair value less costs to sell of assets held for sale in each reporting period in which they are classified as held for sale. Gains (losses) on held for sale assets are recorded in Other operating income in the accompanying consolidated statements of operations.
• Discontinued Operations —We classify the results of operations related to a disposal of assets and liabilities (“the disposal group”) in discontinued operations in the consolidated statements of operations if all of the following criteria are met: (a) the operations and cash flows of the disposal group can be clearly distinguished from the rest of the Company, (b) the disposal group meets the criteria to be classified as held for sale (as described above) or has been sold or disposed of by other means and (c) the disposal represents a strategic shift that has or will have a major effect on our operations and financial results.
The results of operations classified as discontinued operations are reported in Loss from discontinued operations, net of taxes in the accompanying consolidated statements of operations for all periods presented. Historical financial information included in the notes to the consolidated financial statements is adjusted to reflect the classification of results of operations as discontinued operations.
• Accounting for Long-Lived Assets—Change in Useful Lives: We finalized our review of the estimated useful lives of our tower assets during the first quarter of 2024. We now have over 20 years of operating history, and determined that we should modify our current estimates for asset lives based on our historical operating experience. We previously depreciated our towers on a straight-line basis over the shorter of the term of the underlying ground lease (including renewal options) taking into account residual value or the estimated useful life of the tower, which we had historically
55
Table of Contents
estimated to be 20 years. We determined that the estimated useful life of our tower assets is 30 years, before taking into account residual value. Depreciation expense is recorded using the straight-line method over the assets’ estimated useful lives.
Additionally, certain of our intangible assets are amortized on a similar basis to our tower assets, as the estimated useful lives of such intangible assets correlate to the useful life of the towers. The acquired network location intangibles represent the value of the incremental revenue growth that could potentially be obtained from leasing the excess capacity on acquired tower communications infrastructure. The acquired tenant-related intangibles typically represent the value of tenant contracts and relationships in place at the time of an acquisition or similar transaction, including assumptions regarding estimated renewals. Amortization expense for intangible assets is computed using the straight-line method over the estimated useful life of each of the intangible assets. The useful lives of our intangible assets are estimated based on the period over which the intangible asset is expected to benefit us.
We accounted for the changes in the useful lives as a change in accounting estimate under ASC 250 Accounting Changes and Error Corrections , which were recorded prospectively beginning on January 1, 2024. On January 1, 2024, we began depreciating our towers and related intangible assets on a straight-line basis over the remaining estimated useful life of the tower, taking into account the extended useful life and residual value. The extension of the asset lives (i) resulted in an approximately $515 million increase in the right of use asset, as additional renewal options may be included, with an offsetting adjustment made to increase the related operating lease liability and (ii) resulted in an estimated $730 million ($649 million after tax, or an increase of $1.39 per diluted share) decrease in depreciation and amortization expense for the year ended December 31, 2024.
• Impairment of Assets—Assets Subject to Depreciation and Amortization : We review long-lived assets for impairment at least annually or whenever events, changes in circumstances or other indicators or evidence indicate that the carrying amount of our assets may not be recoverable.
We review our tower portfolio, network location intangible and right-of-use assets for indicators of impairment at the lowest level of identifiable cash flows, typically at an individual tower basis. Possible indicators include a tower not having current tenant leases or having expenses in excess of revenues. A cash flow modeling approach is utilized to assess recoverability and incorporates, among other items, the tower location, the tower location demographics, the timing of additions of new tenants, lease rates and estimated length of tenancy and ongoing cash requirements.
We review our 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. We assess recoverability by determining whether the carrying amount of the tenant-related intangible assets will be recovered primarily through projected undiscounted future cash flows.
If the sum of the estimated undiscounted future cash flows of our long-lived assets is less than the carrying amount of the assets, an impairment loss may be recognized. Key assumptions included in the undiscounted cash flows are future revenue projections, estimates of ongoing tenancies and operating margins. An impairment loss would be based on the fair value of the asset, which is based on an estimate of discounted future cash flows to be provided from the asset. We record any related impairment charge in the period in which we identify such impairment.
• Impairment of Assets—Goodwill: We review goodwill for impairment at least annually (as of December 31) or whenever events or circumstances indicate the carrying amount of an asset may not be recoverable. Goodwill is recorded in the applicable segment and assessed for impairment at the reporting unit level. We employ 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 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. We compare the fair value of the reporting unit, as calculated under an income approach using future discounted cash flows, to the carrying amount of the applicable reporting unit. If the carrying amount exceeds the fair value, an impairment loss would be recognized for the amount of the excess. The loss recognized is limited to the total amount of goodwill allocated to that reporting unit.
During the year ended December 31, 2023, the results of our annual goodwill impairment test indicated that the carrying amount of our Spain reporting unit exceeded its estimated fair value, as calculated under an income approach using future discounted cash flows. As a result, we recorded a goodwill impairment charge of $80.0 million. 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 reduction in the fair value of the Spain reporting unit was due to an increase in the weighted average cost of capital. The goodwill impairment charge in Spain was recorded in Goodwill impairment in the accompanying consolidated statements of operations.
56
Table of Contents
During the year ended December 31, 2024, no potential goodwill impairment was identified as the fair value of each of our reporting units was in excess of its carrying amount.
• Revenue Recognition: Our revenue is derived from leasing the right to use our communications sites, the land on which the sites are located, the land underlying our customers’ sites and the space in our data center facilities (the “lease component”) and from the reimbursement of costs incurred in operating the communications sites and data center facilities and supporting the customers’ equipment as well as other services and contractual rights (the “non-lease component”). Most of our 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, we separately determine the stand-alone selling prices and pattern of revenue recognition for each performance obligation.
Our 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. Escalation clauses tied to a consumer price index or other inflation-based indices, and other incentives present in lease agreements with our tenants, are excluded from the straight-line calculation. Total property straight-line revenues for the years ended December 31, 2024, 2023 and 2022 were $277.6 million, $465.4 million and $508.5 million, respectively. Amounts billed upfront in connection with the execution of lease agreements are initially deferred and reflected in Unearned revenue in the accompanying consolidated balance sheets and recognized as revenue over the terms of the applicable lease arrangements. Amounts billed or received for services prior to being earned are deferred and reflected in Unearned revenue in the accompanying consolidated balance sheets until the criteria for recognition have been met. Periodically, we provide lease incentives to our tenants. If incentives are present in our leases, 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 and amortized on a straight line basis over the corresponding lease term as a non-cash reduction to revenue.
We derive the largest portion of our revenues, corresponding trade receivables and the related deferred rent asset from a small number of customers in the telecommunications industry, with 60% of our revenues derived from four customers. In addition, we have concentrations of credit risk in certain geographic areas. We mitigate the concentrations of credit risk with respect to trade receivables and the related deferred rent assets by actively monitoring the creditworthiness of our customers. In recognizing customer revenue we assess the collectibility of both the amounts billed and the portion recognized on a straight-line basis. This assessment takes customer credit risk and business and industry conditions into consideration to ultimately determine the collectibility of the amounts billed. To the extent the amounts, based on management’s estimates, may not be collectible, recognition is deferred until such point as the uncertainty is resolved. Any amounts that were previously recognized as revenue and are subsequently determined to present a risk of collection are reserved as bad debt expense. Accounts receivable are reported net of allowances for doubtful accounts related to estimated losses resulting from a customer’s inability to make required payments and allowances for amounts invoiced whose collectibility is not reasonably assured.
• Rent Expense and Lease Accounting: Many of the leases underlying our tower sites and data centers have fixed rent escalations, which provide for periodic increases in the amount of ground rent payable over time. In addition, certain of our tenant leases require us to exercise available renewal options pursuant to the underlying ground lease if the tenant exercises its renewal option. Our calculation of the lease liability includes the term of the underlying ground lease plus all periods, if any, for which failure to renew the lease imposes an economic penalty to us such that renewal appears to be reasonably assured.
We recognize a right-of-use lease asset and lease liability for operating and finance leases. The right-of-use asset is measured as the sum of the lease liability, prepaid or accrued lease payments, any initial direct costs incurred and any other applicable amounts.
The calculation of the lease liability requires us to make certain assumptions for each lease, including lease term and discount rate implicit in each lease, which could significantly impact the gross lease obligation, the duration and the present value of the lease liability. When calculating the lease term, we consider the renewal, cancellation and termination rights available to us and the lessor. We determine the discount rate by calculating the incremental borrowing rate on a collateralized basis at the commencement of a lease or upon a change in the lease term.
• Income Taxes: Accounting for income taxes requires us to estimate the timing and impact of amounts recorded in our financial statements that may be recognized differently for tax purposes. To the extent that the timing of amounts recognized for financial reporting purposes differs from the timing of recognition for tax reporting purposes, deferred tax assets or liabilities are required to be recorded. We measure deferred tax assets and liabilities using enacted tax rates expected to apply to taxable income in the years in which those temporary differences and carryforwards are
57
Table of Contents
expected to be recovered or settled. The effect on deferred tax assets and liabilities as a result of a change in tax rates is recognized in income in the period that includes the enactment date. We do not expect to pay federal income taxes on our REIT taxable income.
We periodically review our deferred tax assets, and we record a valuation allowance 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. Management assesses the available positive and negative evidence to estimate if sufficient future taxable income will be generated to use the existing deferred tax assets. Valuation allowances would be reversed as a reduction to the provision for income taxes, if related deferred tax assets are deemed realizable based on changes in facts and circumstances relevant to the assets’ recoverability.
We recognize the benefit of uncertain tax positions when, in management’s judgment, it is more likely than not that positions we have taken in our tax returns will be sustained upon examination, which are measured at the largest amount that is greater than 50% likely of being realized upon settlement. We adjust our tax liabilities when our judgment changes as a result of the evaluation of new information or information not previously available. Due to the complexity of some of these uncertainties, the ultimate resolution may result in a payment that is materially different from our current estimate of the tax liabilities. These differences will be reflected as increases or decreases to income tax expense in the period in which additional information is available or the position is ultimately settled under audit.
Accounting Standards Update
For a discussion of recent accounting standards updates, see note 1 to our consolidated financial statements included in this Annual Report.