2 unchanged sentences
In addition, we own and operate towers in South America, Central America, Canada, and South Africa.
−Removed: Our primary business line is our site leasing business, which contributed 97.6% of our total segment operating profit for the six months ended June 30, 2021.
+Added: Our primary business line is our site leasing business, which contributed 97.5% of our total segment operating profit for the nine months ended September 30, 2021.
In our site leasing business, we (1) lease antenna space to wireless service providers on towers that we own or operate and (2) manage rooftop and tower sites for property owners under various contractual arrangements.
−Removed: As of June 30, 2021, we owned 33,854 towers, a substantial portion of which have been built by us or built by other tower owners or operators who, like us, have built such towers to lease space to multiple wireless service providers.
+Added: As of September 30, 2021, we owned 34,072 towers, a substantial portion of which have been built by us or built by other tower owners or operators who, like us, have built such towers to lease space to multiple wireless service providers.
Our other business line is our site development business, through which we assist wireless service providers in developing and maintaining their own wireless service networks.
Our primary focus is the leasing of antenna space on our multi-tenant towers to a variety of wireless service providers under long-term lease contracts in the United States, South America, Central America, Canada, and South Africa.
−Removed: As of June 30, 2021, no U.S.
+Added: As of September 30, 2021, no U.S.
state or territory accounted for more than 10% of our total tower portfolio by tower count, and no U.S.
−Removed: state or territory accounted
−Removed: for more than 10% of our total revenues for the six months ended June 30, 2021.
−Removed: In addition, as of June 30, 2021, approximately 30% of our total towers are located in Brazil and less than 4% of our total towers are located in any of our other international markets (each country is considered a market).
+Added: state or territory accounted for more than 10% of our total revenues for the nine months ended September 30, 2021.
+Added: In addition, as of September 30, 2021, approximately 30% of our total towers are located in Brazil and no other international markets (each country is considered a market) represented more than 4% of our total towers.
We derive site leasing revenues primarily from wireless service provider tenants, including T-Mobile, AT&T, Verizon Wireless, Oi S.A., Telefonica, Claro, Tigo, and TIM.
Wireless service providers enter into tenant leases with us, each of which relates to the lease or use of space at an individual site.
−Removed: In the United States and Canada, our tenant leases are generally for an initial term of five years to 10 years with multiple renewal periods at the option of the tenant.
+Added: In the United States and Canada, our
+Added: tenant leases are generally for an initial term of five years to 10 years with multiple renewal periods at the option of the tenant.
These tenant leases typically contain specific rent escalators, which average 3-4% per year, including the renewal option periods.
9 unchanged sentences
In the United States and our international markets, ground leases and other property interests are generally for an initial term of five years to 10 years with multiple renewal periods, at our option, and provide for rent escalators which typically average 2-3% annually, or in our South American markets and South Africa, adjust in accordance with a standard cost of living index.
−Removed: As of June 30, 2021, approximately 71% of our tower structures were located on parcels of land that we own, land subject to perpetual easements, or parcels of land in which we have a leasehold interest that extends beyond 20 years.
+Added: As of September 30, 2021, approximately 72% of our tower structures were located on parcels of land that we own, land subject to perpetual easements, or parcels of land in which we have a leasehold interest that extends beyond 20 years.
For any given tower, costs are relatively fixed over a monthly or an annual time period.
10 unchanged sentences
For the three months ended
−Removed: For the six months ended
+Added: For the nine months ended
Segment operating profit as a percentage of
+Added: September 30,
+Added: September 30,
total operating profit
7 unchanged sentences
Due to the relatively young age and mix of our tower portfolio, we expect future expenditures required to maintain these towers to be minimal.
−Removed: Consequently, we
−Removed: expect to grow our cash flows by (1) adding tenants to our towers at minimal incremental costs by using existing tower capacity or requiring wireless service providers to bear all or a portion of the cost of tower modifications and (2) executing monetary amendments as wireless service providers add or upgrade their equipment.
+Added: Consequently, we expect to grow our cash flows by (1) adding tenants to our towers at minimal incremental costs by using existing tower capacity or requiring wireless service providers to bear all or a portion of the cost of tower modifications and (2) executing monetary amendments as wireless service providers add or upgrade their equipment.
Furthermore, because our towers are strategically positioned, we have historically experienced low tenant lease terminations as a percentage of revenue other than in connection with customer consolidation or cessations of a specific technology.
25 unchanged sentences
Cash dividends are an additional component of our strategy of returning value to shareholders.
−Removed: We do not expect our dividend to require any changes in our leverage and, we believe, it will allow us to continue to focus on building and buying quality assets and opportunistically buying back our stock.
+Added: We do not expect our dividend to require any changes in our leverage and believe that due to our low dividend payout ratio, we can continue to focus on building and buying quality assets and opportunistically buying back our stock.
While the timing and amount of future dividends will be subject to approval by our Board of Directors, we believe that our future cash flow generation will permit us to grow our cash dividend in the future.
6 unchanged sentences
The listing is not intended to be a comprehensive list.
−Removed: In many cases, the accounting treatment of a particular transaction is specifically dictated by accounting principles generally
−Removed: accepted in the United States, with no need for management’s judgment in their application.
+Added: In many cases, the accounting treatment of a particular transaction is specifically dictated by accounting principles generally accepted in the United States, with no need for management’s judgment in their application.
In other cases, management is required to exercise judgment in the application of accounting principles with respect to particular transactions.
1 unchanged sentence
For a detailed discussion on the application of these and other accounting policies, see Note 2 of our consolidated financial statements contained in our Annual Report on Form 10-K for the year ended December 31, 2020.
−Removed: Our preparation of our financial statements requires us to make estimates and assumptions that affect the reported amount of assets and liabilities, disclosure of contingent assets and liabilities at the date of our financial statements, and the reported amounts of revenue and expenses during the reporting periods.
+Added: Our preparation of our financial statements requires us to make
+Added: estimates and assumptions that affect the reported amount of assets and liabilities, disclosure of contingent assets and liabilities at the date of our financial statements, and the reported amounts of revenue and expenses during the reporting periods.
Management bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances.
9 unchanged sentences
Refer to “Debt Instruments and Debt Service Requirements” below for further discussion of the Credit Facility.
−Removed: As of June 30, 2021, other than modifications to the Credit Facility, we have not modified any contracts as a result of reference rate reform and are evaluating the impact this standard may have on our consolidated financial statements.
+Added: As of September 30, 2021, we have not modified any other contracts as a result of reference rate reform and are evaluating the impact this standard may have on our consolidated financial statements.
RESULTS OF OPERATIONS
2 unchanged sentences
We eliminate the impact of changes in foreign currency exchange rates by dividing the current period’s financial results by the average monthly exchange rates of the prior year period, as well as by eliminating the impact of realized and unrealized gains and losses on our intercompany loans.
−Removed: Three Months Ended June 30, 2021 Compared to Three Months Ended June 30, 2020
+Added: Three Months Ended September 30, 2021 Compared to Three Months Ended September 30, 2020
Revenues and Segment Operating Profit:
For the three months ended
+Added: September 30,
Currency Impact
12 unchanged sentences
Site development
−Removed: Domestic site leasing revenues increased $30.8 million for the three months ended June 30, 2021, as compared to the prior year, primarily due to (1) revenues from 843 towers acquired (including wireless tenant licenses on 699 utility transmission structures from the PG&E transaction) and 12 towers built since April 1, 2020 and (2) organic site leasing growth, primarily from monetary lease amendments for additional equipment added to our towers as well as new leases and contractual rent escalators, partially offset by lease non-renewals.
−Removed: International site leasing revenues increased $10.9 million for the three months ended June 30, 2021, as compared to the prior year.
+Added: Domestic site leasing revenues increased $35.8 million for the three months ended September 30, 2021, as compared to the prior year, primarily due to (1) revenues from 858 towers acquired (including wireless tenant licenses on 710 utility transmission structures from the PG&E transaction) and 6 towers built since July 1, 2020 and (2) organic site leasing growth, primarily from
+Added: monetary lease amendments for additional equipment added to our towers as well as new leases and contractual rent escalators, partially offset by lease non-renewals.
+Added: International site leasing revenues increased $12.9 million for the three months ended September 30, 2021, as compared to the prior year.
On a constant currency basis, international site leasing revenues increased $9.7 million.
−Removed: These changes were primarily due to (1) revenues from 109 towers acquired and 408 towers built since April 1, 2020 and (2) organic site leasing growth from new leases, amendments, and contractual escalators, partially offset by lease non-renewals.
+Added: These changes were primarily due to (1) revenues from 222 towers acquired and 422 towers built since July 1, 2020 and (2) organic site leasing growth from new leases, amendments, and contractual escalators, partially offset by lease non-renewals.
Site leasing revenue in Brazil represented 11.3% of total site leasing revenue for the period.
No other individual international market represented more than 4% of our total site leasing revenue.
−Removed: Site development revenues increased $26.6 million for the three months ended June 30, 2021, as compared to prior year, as a result of increased carrier activity driven primarily by T-Mobile and DISH.
+Added: Site development revenues increased $17.6 million for the three months ended September 30, 2021, as compared to prior year, as a result of increased carrier activity driven primarily by T-Mobile and DISH.
Operating Profit
−Removed: Domestic site leasing segment operating profit increased $31.0 million for the three months ended June 30, 2021, as compared to the prior year, primarily due to additional profit generated by (1) towers acquired and built since April 1, 2020 and organic site leasing growth as noted above, (2) continued control of our site leasing cost of revenue, and (3) the positive impact of our ground lease purchase program.
−Removed: International site leasing segment operating profit increased $7.0 million for the three months ended June 30, 2021, as compared to the prior year.
+Added: Domestic site leasing segment operating profit increased $34.8 million for the three months ended September 30, 2021, as compared to the prior year, primarily due to additional profit generated by (1) towers acquired and built since July 1, 2020 and organic site leasing growth as noted above, (2) continued control of our site leasing cost of revenue, and (3) the positive impact of our ground lease purchase program.
+Added: International site leasing segment operating profit increased $8.0 million for the three months ended September 30, 2021, as compared to the prior year.
On a constant currency basis, international site leasing segment operating profit increased $5.9 million.
−Removed: These changes were primarily due to additional profit generated by (1) towers acquired and built since April 1, 2020 and organic site leasing growth as noted above, (2) continued control of our site leasing cost of revenue, and (3) the positive impact of our ground lease purchase program.
−Removed: Site development segment operating profit increased $6.1 million for the three months ended June 30, 2021, as compared to the prior year, as a result of increased carrier activity driven primarily by T-Mobile and DISH.
+Added: These changes were primarily due to additional profit generated by (1) towers acquired and built since July 1, 2020 and organic site leasing growth as noted above, (2) continued control of our site leasing cost of revenue, and (3) the positive impact of our ground lease purchase program.
+Added: Site development segment operating profit increased $5.1 million for the three months ended September 30, 2021, as compared to the prior year, as a result of increased carrier activity driven primarily by T-Mobile and DISH.
Selling, General, and Administrative Expenses:
For the three months ended
+Added: September 30,
Currency Impact
5 unchanged sentences
Site development
−Removed: Selling, general, and administrative expenses increased $4.9 million for the three months ended June 30, 2021, as compared to the prior year.
+Added: Selling, general, and administrative expenses increased $2.8 million for the three months ended September 30, 2021, as compared to the prior year.
On a constant currency basis, selling, general, and administrative expenses increased $2.7 million.
−Removed: These changes were primarily as a result of an increase in personnel and other support related costs including noncash compensation as well as an increase in travel related expenses.
+Added: These changes were primarily as a result of an increase in personnel and other support related costs.
Acquisition and New Business Initiatives Related Adjustments and Expenses:
For the three months ended
+Added: September 30,
Currency Impact
3 unchanged sentences
International site leasing
−Removed: Acquisition and new business initiatives related adjustments and expenses increased $2.2 million for the three months ended June 30, 2021, as compared to the prior year.
−Removed: On a constant currency basis, acquisition and new business initiatives related adjustments and expenses increased $1.4 million.
−Removed: These changes were primarily as a result of an increase in third party acquisition and integration costs as well as incremental costs incurred in support of new business initiatives as compared to the prior year.
Asset Impairment and Decommission Costs:
For the three months ended
+Added: September 30,
Currency Impact
3 unchanged sentences
International site leasing
−Removed: Total site leasing
−Removed: Asset impairment and decommission costs decreased $2.4 million for the three months ended June 30, 2021, as compared to the prior year.
−Removed: This change was primarily as a result of a $3.2 million decrease in impairment charges resulting from our regular analysis of whether the future cash flows from certain towers are adequate to recover the carrying value of the investment in those towers, partially offset by a $0.8 million increase related to sites decommissioned in the second quarter of 2021 compared to the prior year period.
+Added: Asset impairment and decommission costs increased $1.4 million for the three months ended September 30, 2021, as compared to the prior year.
+Added: This change was primarily as a result of a $1.2 million increase in impairment charges resulting from our regular analysis of whether the future cash flows from certain towers are adequate to recover the carrying value of the investment in those towers and a $0.2 million increase in costs related to sites decommissioned in the third quarter of 2021 compared to the prior year period.
Depreciation, Accretion, and Amortization Expense:
For the three months ended
+Added: September 30,
Currency Impact
5 unchanged sentences
Site development
−Removed: Depreciation, accretion, and amortization expense decreased $3.2 million for the three months ended June 30, 2021, as compared to the prior year.
+Added: Depreciation, accretion, and amortization expense decreased $9.4 million for the three months ended September 30, 2021, as compared to the prior year.
On a constant currency basis, depreciation, accretion, and amortization expense decreased $10.6 million.
−Removed: These changes were primarily due to the impact of assets that became fully depreciated since the prior year period, partially offset by an increase in the number of towers we acquired and built since April 1, 2020.
+Added: These changes were primarily due to the impact of assets that became fully depreciated since the prior year period, partially offset by an increase in the number of towers we acquired and built since July 1, 2020.
Operating Income (Expense):
For the three months ended
+Added: September 30,
Currency Impact
5 unchanged sentences
Site development
−Removed: Domestic site leasing operating income increased $34.6 million for the three months ended June 30, 2021, as compared to the prior year, primarily due to higher segment operating profit and decreases in depreciation, accretion, amortization expense and asset impairment and decommission costs, partially offset by increases in selling, general, and administrative expenses and acquisition and new business initiatives related adjustments and expenses.
−Removed: International site leasing operating income increased $3.1 million for the three months ended June 30, 2021, as compared to the prior year.
−Removed: This change was primarily due to higher segment operating profit, partially offset by an increase in depreciation, accretion, and amortization expense.
−Removed: Site development operating income increased $6.2 million for the three months ended June 30, 2021, as compared to the prior year, primarily due to higher segment operating profit driven by more activity from T-Mobile and DISH and a decrease in selling, general, and administrative expenses .
+Added: Domestic site leasing operating income increased $43.5 million for the three months ended September 30, 2021, as compared to the prior year, primarily due to higher segment operating profit and a decrease in depreciation, accretion, and amortization expense, partially offset by increases in selling, general, and administrative expenses and acquisition and new business initiatives related adjustments and expenses.
+Added: International site leasing operating income increased $2.8 million for the three months ended September 30, 2021, as compared to the prior year.
+Added: On a constant currency basis, international site leasing operating income increased $3.5 million.
+Added: This change was primarily due to higher segment operating profit, partially offset by increases in asset impairment and decommission costs and depreciation, accretion, and amortization expense.
+Added: Site development operating income increased $4.8 million for the three months ended September 30, 2021, as compared to the prior year, primarily due to higher segment operating profit driven by more activity from T-Mobile and DISH .
Other Income (Expense):
For the three months ended
+Added: September 30,
Currency Impact
6 unchanged sentences
Loss from extinguishment of debt, net
−Removed: Other income (expense), net
−Removed: Interest expense decreased $5.1 million for the three months ended June 30, 2021, as compared to the prior year primarily due to a lower weighted average interest rate due in part to the interest rate swap entered into during the third quarter of 2020, partially offset by a higher average principal amount of cash interest bearing debt outstanding.
−Removed: Non-cash interest expense increased $9.5 million for the three months ended June 30, 2021, as compared to the prior year primarily related to amortization of accumulated losses related to our interest rate swaps de-designated as cash flow hedges.
−Removed: Loss from extinguishment of debt was $2.0 million for the three months ended June 30, 2021 representing the write-off of unamortized financing fees related to the repayment of the 2017-1C Tower Securities in May 2021.
−Removed: Other income (expense), net includes a $111.3 million gain on the remeasurement of U.S.
−Removed: dollar denominated intercompany loans with foreign subsidiaries for the three months ended June 30, 2021, while the prior year period included a $31.2 million loss.
−Removed: ( Provision) Benefit for Income Taxes:
+Added: Other expense, net
+Added: Non-cash interest expense increased $3.5 million for the three months ended September 30, 2021, as compared to the prior year primarily related to amortization of accumulated losses related to our interest rate swaps de-designated as cash flow hedges.
+Added: Loss from extinguishment of debt was $2.6 million for the three months ended September 30, 2020 representing the write-off of unamortized financing fees related to the repayment of the 2015-1C Tower Securities and 2016-1C Tower Securities.
+Added: Other expense, net includes a $67.6 million loss on the remeasurement of U.S.
+Added: dollar denominated intercompany loans with foreign subsidiaries for the three months ended September 30, 2021, while the prior year period included a $38.6 million loss.
+Added: Benefit for Income Taxes:
For the three months ended
+Added: September 30,
Currency Impact
1 unchanged sentence
(in thousands)
−Removed: (Provision) benefit for income taxes
−Removed: Provision for income taxes increased $47.4 million for the three months ended June 30, 2021, as compared to the prior year.
−Removed: On a constant currency basis, provision for income taxes decreased $2.9 million.
−Removed: This change was primarily due to a decrease in foreign withholding taxes and deferred state taxes.
+Added: Benefit for income taxes
+Added: Benefit for income taxes increased $1.4 million for the three months ended September 30, 2021, as compared to the prior year.
+Added: On a constant currency basis, benefit for income taxes decreased $8.0 million primarily due to an increase in deferred foreign taxes and deferred state taxes.
For the three months ended
+Added: September 30,
Currency Impact
1 unchanged sentence
(in thousands)
−Removed: Net income increased $129.6 million for the three months ended June 30, 2021, as compared to the prior year.
+Added: Net income increased $25.1 million for the three months ended September 30, 2021, as compared to the prior year.
On a constant currency basis, net income increased $45.7 million.
−Removed: These changes were primarily due to an increase in operating income and decreases in cash interest expense related to the interest rate swaps and provision for income taxes.
−Removed: This was partially offset by increases in non-cash interest expense.
−Removed: Six Months Ended June 30, 2021 Compared to Six Months Ended June 30, 2020
+Added: These changes were primarily due to an increase in operating income and a decrease in the loss on extinguishment of debt.
+Added: This was partially offset by a decrease in benefit for income taxes and an increase in non-cash interest expense.
+Added: Nine Months Ended September 30, 2021 Compared to Nine Months Ended September 30, 2020
Revenues and Segment Operating Profit:
−Removed: For the six months ended
+Added: For the nine months ended
+Added: September 30,
Currency Impact
12 unchanged sentences
Site development
−Removed: Domestic site leasing revenues increased $48.0 million for the six months ended June 30, 2021, as compared to the prior year, primarily due to (1) revenues from 906 towers acquired (including wireless tenant licenses on 699 utility transmission structures from the PG&E transaction) and 16 towers built since January 1, 2020 and (2) organic site leasing growth, primarily from monetary lease amendments for additional equipment added to our towers as well as new leases and contractual rent escalators, partially offset by lease non-renewals.
−Removed: International site leasing revenues increased $6.4 million for the six months ended June 30, 2021, as compared to the prior year.
+Added: Domestic site leasing revenues increased $84.0 million for the nine months ended September 30, 2021, as compared to the prior year, primarily due to (1) revenues from 929 towers acquired (including wireless tenant licenses on 710 utility transmission structures from the PG&E transaction) and 16 towers built since January 1, 2020 and (2) organic site leasing growth, primarily from monetary lease amendments for additional equipment added to our towers as well as new leases and contractual rent escalators, partially offset by lease non-renewals.
+Added: International site leasing revenues increased $19.3 million for the nine months ended September 30, 2021, as compared to the prior year.
On a constant currency basis, international site leasing revenues increased $25.2 million.
These changes were primarily due to (1) revenues from 236 towers acquired and 540 towers built since January 1, 2020 and (2) organic site leasing growth from new leases, amendments, and contractual escalators, partially offset by lease non-renewals.
−Removed: Site leasing revenue in Brazil represented
−Removed: 11.1% of total site leasing revenue for the period.
+Added: Site leasing revenue in Brazil represented 11.2% of total site leasing revenue for the period.
No other individual international market represented more than 4% of our total site leasing revenue.
−Removed: Site development revenues increased $45.5 million for the six months ended June 30, 2021, as compared to prior year, as a result of increased carrier activity driven primarily by T-Mobile and DISH.
+Added: Site development revenues increased $63.2 million for the nine months ended September 30, 2021, as compared to prior year, as a result of increased carrier activity driven primarily by T-Mobile and DISH.
Operating Profit
−Removed: Domestic site leasing segment operating profit increased $47.0 million for the six months ended June 30, 2021, as compared to the prior year, primarily due to additional profit generated by (1) towers acquired and built since January 1, 2020 and organic site leasing growth as noted above, (2) continued control of our site leasing cost of revenue, and (3) the positive impact of our ground lease purchase program.
−Removed: International site leasing segment operating profit increased $4.1 million for the six months ended June 30, 2021, as compared to the prior year.
+Added: Domestic site leasing segment operating profit increased $81.7 million for the nine months ended September 30, 2021, as compared to the prior year, primarily due to additional profit generated by (1) towers acquired and built since January 1, 2020 and organic site leasing growth as noted above, (2) continued control of our site leasing cost of revenue, and (3) the positive impact of our ground lease purchase program.
+Added: International site leasing segment operating profit increased $12.2 million for the nine months ended September 30, 2021, as compared to the prior year.
On a constant currency basis, international site leasing segment operating profit increased $16.0 million.
These changes were primarily due to additional profit generated by (1) towers acquired and built since January 1, 2020 and organic site leasing growth as noted above, (2) continued control of our site leasing cost of revenue, and (3) the positive impact of our ground lease purchase program.
−Removed: Site development segment operating profit increased $10.3 million for the six months ended June 30, 2021, as compared to the prior year, as a result of increased carrier activity driven primarily by T-Mobile and DISH.
+Added: Site development segment operating profit increased $15.4 million for the nine months ended September 30, 2021, as compared to the prior year, as a result of increased carrier activity driven primarily by T-Mobile and DISH.
Selling, General, and Administrative Expenses:
−Removed: For the six months ended
+Added: For the nine months ended
+Added: September 30,
Currency Impact
5 unchanged sentences
Site development
−Removed: Selling, general, and administrative expenses increased $6.8 million for the six months ended June 30, 2021, as compared to the prior year.
−Removed: This change was primarily as a result of an increase in personnel and other support related costs including noncash compensation.
+Added: Selling, general, and administrative expenses increased $9.7 million for the nine months ended September 30, 2021, as compared to the prior year.
+Added: This change was primarily as a result of an increase in personnel and other support related costs.
Acquisition and New Business Initiatives Related Adjustments and Expenses:
−Removed: For the six months ended
+Added: For the nine months ended
+Added: September 30,
Currency Impact
3 unchanged sentences
International site leasing
−Removed: Acquisition and new business initiatives related adjustments and expenses increased $3.4 million for the six months ended June 30, 2021, as compared to the prior year.
+Added: Acquisition and new business initiatives related adjustments and expenses increased $5.0 million for the nine months ended September 30, 2021, as compared to the prior year.
On a constant currency basis, acquisition and new business initiatives related adjustments and expenses increased $2.7 million.
1 unchanged sentence
Asset Impairment and Decommission Costs:
−Removed: For the six months ended
+Added: For the nine months ended
+Added: September 30,
Currency Impact
4 unchanged sentences
Total site leasing
−Removed: Asset impairment and decommission costs decreased $11.9 million for the six months ended June 30, 2021, as compared to the prior year.
−Removed: This change was primarily as a result of a $11.1 million decrease in impairment charges resulting from our regular analysis of whether the future cash flows from certain towers are adequate to recover the carrying value of the investment in those towers and a $0.8 million decrease related to sites decommissioned in the six months ended June 30, 2021 compared to the prior year period.
+Added: Asset impairment and decommission costs decreased $10.5 million for the nine months ended September 30, 2021, as compared to the prior year.
+Added: This change was primarily as a result of a $9.9 million decrease in impairment charges resulting from our regular analysis of whether the future cash flows from certain towers are adequate to recover the carrying value of the investment in those towers and a $0.7 million decrease related to sites decommissioned in the nine months ended September 30, 2021 compared to the prior year period.
Depreciation, Accretion, and Amortization Expenses:
−Removed: For the six months ended
+Added: For the nine months ended
+Added: September 30,
Currency Impact
5 unchanged sentences
Site development
−Removed: Depreciation, accretion, and amortization expense decreased $1.9 million for the six months ended June 30, 2021, as compared to the prior year.
−Removed: On a constant currency basis, depreciation, accretion, and amortization expense increased $2.0 million.
−Removed: This change was primarily due to an increase in the number of towers we acquired and built since January 1, 2020, partially offset by the impact of assets that became fully depreciated since the prior year period.
+Added: Depreciation, accretion, and amortization expense decreased $11.3 million for the nine months ended September 30, 2021, as compared to the prior year.
+Added: On a constant currency basis, depreciation, accretion, and amortization expense decreased $8.5 million.
+Added: This change was primarily due to the impact of assets that became fully depreciated since the prior year period, partially offset by an increase in the number of towers we acquired and built since January 1, 2020.
Operating Income (Expense):
−Removed: For the six months ended
+Added: For the nine months ended
+Added: September 30,
Currency Impact
5 unchanged sentences
Site development
−Removed: Domestic site leasing operating income increased $50.9 million for the six months ended June 30, 2021, as compared to the prior year, primarily due to higher segment operating profit and decreases in asset impairment and decommission costs and depreciation, accretion, and amortization expense, partially offset by increases in selling, general, and administrative expenses and acquisition and new business initiatives related adjustments and expenses.
−Removed: International site leasing operating income increased $6.0 million for the six months ended June 30, 2021, as compared to the prior year.
+Added: Domestic site leasing operating income increased $94.4 million for the nine months ended September 30, 2021, as compared to the prior year, primarily due to higher segment operating profit and decreases in depreciation, accretion, and amortization expense and asset impairment and decommission costs, partially offset by increases in selling, general, and administrative expenses and acquisition and new business initiatives related adjustments and expenses.
+Added: International site leasing operating income increased $8.8 million for the nine months ended September 30, 2021, as compared to the prior year.
On a constant currency basis, international site leasing operating income increased $12.4 million.
These changes were primarily due to higher segment operating profit and a decrease in asset impairment and decommission costs, partially offset by an increase in depreciation, accretion, and amortization expense.
−Removed: Site development operating income increased $9.6 million for the six months ended June 30, 2021, as compared to the prior year, primarily due to higher segment operating profit driven by more activity from T-Mobile and DISH , partially offset by an increase in selling, general, and administrative expenses .
+Added: Site development operating income increased $14.4 million for the nine months ended September 30, 2021, as compared to the prior year, primarily due to higher segment operating profit driven by more activity from T-Mobile and DISH , partially offset by an increase in selling, general, and administrative expenses .
Other Income (Expense):
−Removed: For the six months ended
+Added: For the nine months ended
+Added: September 30,
Currency Impact
6 unchanged sentences
Loss from extinguishment of debt, net
−Removed: Other income (expense), net
−Removed: Interest expense decreased $10.9 million for the six months ended June 30, 2021, as compared to the prior year primarily due to a lower weighted average interest rate due in part to the interest rate swap entered into during third quarter of 2020, partially offset by a higher average principal amount of cash interest bearing debt outstanding.
−Removed: Non-cash interest expense increased $18.9 million for the six months ended June 30, 2021, as compared to the prior year primarily related to amortization of accumulated losses related to our interest rate swaps de-designated as cash flow hedges.
−Removed: Loss from extinguishment of debt was $13.7 million for the six months ended June 30, 2021 representing the payment of a $7.5 million call premium and the write-off of $4.2 million of the unamortized financing fees related to the redemption of the 2017 Senior Notes in February 2021, as well as the write-off of $2.0 million of unamortized financing fees related to the repayment of the 2017-1C in May 2021.
−Removed: Loss from extinguishment of debt was $16.9 million for the six months ended June 30, 2020 representing the payment of a $9.1 million call premium and the write-off of $7.7 million of the original issuance discount and unamortized financing fees related to the redemption of the 2014 Senior Notes.
−Removed: Other income (expense), net includes a $25.0 million gain on the remeasurement of U.S.
−Removed: dollar denominated intercompany loans with foreign subsidiaries for the six months ended June 30, 2021, while the prior year period included a $261.3 million loss.
+Added: Other expense, net
+Added: Interest expense decreased $11.5 million for the nine months ended September 30, 2021, as compared to the prior year primarily due to a lower weighted average interest rate due in part to the interest rate swap entered into during third quarter of 2020, partially offset by a higher average principal amount of cash interest bearing debt outstanding.
+Added: Non-cash interest expense increased $22.4 million for the nine months ended September 30, 2021, as compared to the prior year primarily related to amortization of accumulated losses related to our interest rate swaps de-designated as cash flow hedges.
+Added: Loss from extinguishment of debt was $13.7 million for the nine months ended September 30, 2021 representing the payment of a $7.5 million call premium and the write-off of $4.2 million of the unamortized financing fees related to the redemption of the 2017 Senior Notes in February 2021, as well as the write-off of $2.0 million of unamortized financing fees related to the repayment of the 2017-1C in May 2021.
+Added: Loss from extinguishment of debt was $19.5 million for the nine months ended September 30, 2020 representing the payment of a $9.1 million call premium and the write-off of $7.7 million of the original issuance discount and unamortized financing fees related to the redemption of the 2014 Senior Notes in February 2020, as well as the write-off of $2.6 million of unamortized financing fees related to the repayment of the 2015-1C Tower Securities and 2016-1C Tower Securities in July 2020.
+Added: Other expense, net includes a $42.6 million loss on the remeasurement of U.S.
+Added: dollar denominated intercompany loans with foreign subsidiaries for the nine months ended September 30, 2021, while the prior year period included a $299.9 million loss.
(Provision) Benefit for Income Taxes:
−Removed: For the six months ended
+Added: For the nine months ended
+Added: September 30,
Currency Impact
2 unchanged sentences
(Provision) benefit for income taxes
+Added: Provision for income taxes increased $91.6 million for the nine months ended September 30, 2021, as compared to the prior year.
+Added: On a constant currency basis, provision for income taxes increased $6.1 million.
+Added: This change was primarily due to increases in deferred foreign taxes as well as current and deferred state taxes.
Net Income (Loss):
−Removed: For the six months ended
+Added: For the nine months ended
+Added: September 30,
Currency Impact
2 unchanged sentences
Net income (loss)
−Removed: Net income was $140.9 million for the six months ended June 30, 2021, as compared to net loss of $104.8 million in the prior year period.
+Added: Net income was $188.7 million for the nine months ended September 30, 2021, as compared to net loss of $82.1 million in the prior year period.
This change was primarily due to fluctuations in foreign currency exchange rates including changes recorded on the remeasurement of the U.S.
−Removed: dollar denominated intercompany loans with foreign subsidiaries, an increase in operating income, and decreases in cash interest expense related to the interest rate swaps, loss from extinguishment of debt, and provision for income taxes.
−Removed: This was partially offset by increases in non-cash interest expense.
+Added: dollar denominated intercompany loans with foreign subsidiaries, an increase in operating income, and decreases in cash interest expense related to the interest rate swaps and loss from extinguishment of debt.
+Added: This was partially offset by increases in non-cash interest expense and provision for income taxes .
NON-GAAP FINANCIAL MEASURES
13 unchanged sentences
For the three months ended
+Added: September 30,
Currency Impact
5 unchanged sentences
Loss from extinguishment of debt, net
−Removed: Other (income) expense, net
+Added: Other expense, net
Acquisition and new business initiatives
4 unchanged sentences
Depreciation, accretion, and amortization
−Removed: Provision for income taxes (2)
+Added: Benefit for income taxes (2)
Adjusted EBITDA
−Removed: For the six months ended
+Added: For the nine months ended
+Added: September 30,
Currency Impact
6 unchanged sentences
Loss from extinguishment of debt, net
−Removed: Other (income) expense, net
+Added: Other expense, net
Acquisition and new business initiatives
7 unchanged sentences
(1) Total interest expense includes interest expense, non-cash interest expense, and amortization of deferred financing fees.
−Removed: (2) Provision (benefit) for taxes includes $235 and $220 of franchise taxes for the three months ended June 30, 2021 and 2020, respectively, and $455 and $447 of franchise taxes for the six months ended June 30, 2021 and 2020, respectively, reflected in selling, general, and administrative expenses on the Consolidated Statements of Operations.
−Removed: Adjusted EBITDA increased $31.4 million for the three months ended June 30, 2021, as compared to the prior year period.
+Added: (2) Provision (benefit) for taxes includes $229 and $235 of franchise taxes for the three months ended September 30, 2021 and 2020, respectively, and $684 and $682 of franchise taxes for the nine months ended September 30, 2021 and 2020, respectively, reflected in selling, general, and administrative expenses on the Consolidated Statements of Operations.
+Added: Adjusted EBITDA increased $33.7 million for the three months ended September 30, 2021, as compared to the prior year period.
On a constant currency basis, Adjusted EBITDA increased $31.6 million.
These changes were primarily due to an increase in segment operating profit, partially offset by an increase in cash selling, general, and administrative expenses.
−Removed: Adjusted EBITDA increased $51.6 million for the six months ended June 30, 2021, as compared to the prior year period.
+Added: Adjusted EBITDA increased $85.2 million for the nine months ended September 30, 2021, as compared to the prior year period.
On a constant currency basis, Adjusted EBITDA increased $89.2 million.
−Removed: These changes were primarily due to an increase in segment operating profit.
+Added: These changes were primarily due to an increase in segment operating profit, partially offset by an increase in cash selling, general, and administrative expenses.
LIQUIDITY AND CAPITAL RESOURCES
4 unchanged sentences
A summary of our cash flows is as follows:
−Removed: For the six months ended
−Removed: June 30, 2021
−Removed: June 30, 2020
+Added: For the nine months ended September 30,
(in thousands)
7 unchanged sentences
Operating Activities
−Removed: Cash provided by operating activities was $638.3 million for the six months ended June 30, 2021 as compared to $592.4 million for the six months ended June 30, 2020.
−Removed: The increase was primarily due to an increase in segment operating profit, the positive impact on cash from changes in foreign currency exchange rates, and a decrease in net cash interest paid, partially offset by a decrease in cash inflows associated with working capital changes primarily from timing of customer payments.
+Added: Cash provided by operating activities was $891.3 million for the nine months ended September 30, 2021 as compared to $882.9 million for the nine months ended September 30, 2020.
+Added: The increase was primarily due to an increase in segment operating profit, partially offset by an increase in cash outflows associated with working capital changes.
Investing Activities
A detail of our cash capital expenditures is as follows:
−Removed: For the six months ended June 30,
+Added: For the nine months ended September 30,
(in thousands)
8 unchanged sentences
Net cash used in investing activities
−Removed: (1) During the six months ended June 30, 2021, we acquired the exclusive right to lease and operate 699 utility transmission structures, which included existing wireless tenant licenses from PG&E.
−Removed: (2) Excludes $6.4 million and $3.6 million spent to extend ground lease terms for the six months ended June 30, 2021 and 2020, respectively.
−Removed: Subsequent to June 30, 2021, we purchased or agreed to purchase approximately 1,800 communication sites for an aggregate consideration of approximately $270.0 million in cash, including approximately 1,400 sites for approximately $175.0 million in cash relating to the previously announced deal to acquire towers from Airtel Tanzania.
+Added: (1) During the nine months ended September 30, 2021, we acquired the exclusive right to lease and operate 710 utility transmission structures, which included existing wireless tenant licenses from PG&E.
+Added: The difference between the agreed upon purchase price of $969.9 million and the cash acquisition amount is due to working capital adjustments.
+Added: (2) Excludes $11.3 million and $5.9 million spent to extend ground lease terms for the nine months ended September 30, 2021 and 2020, respectively.
+Added: The nine months ended September 30, 2020 includes amounts paid related to the acquisition of data centers.
+Added: Subsequent to September 30, 2021, we purchased or are under contract to purchase approximately 1,700 communication sites for an aggregate consideration of approximately $231.0 million in cash, including approximately 1,400 sites for approximately $175.0 million in cash relating to the previously announced deal to acquire towers from Airtel Tanzania.
For 2021, we expect to incur non-discretionary cash capital expenditures associated with tower maintenance and general corporate expenditures of $36.0 million to $42.0 million and discretionary cash capital expenditures, based on current or potential acquisition obligations, planned new tower construction, forecasted tower augmentations, and forecasted ground lease purchases, of $1,425.0 million to $1,435.0 million.
3 unchanged sentences
A detail of our financing activities is as follows:
−Removed: For the six months ended
−Removed: June 30, 2021
−Removed: June 30, 2020
+Added: For the nine months ended September 30,
(in thousands)
7 unchanged sentences
Proceeds from employee stock purchase/stock option plans, net of taxes
+Added: Termination of interest rate swap
Other financing activities
1 unchanged sentence
(1) For additional information regarding our debt instruments and financings, refer to “Debt Instruments and Debt Service Requirements” below.
−Removed: For the six months ended June 30, 2021, we paid the following cash dividends:
+Added: (2) On October 28, 2021, our Board of Directors authorized a new $1.0 billion stock repurchase plan, replacing the prior plan authorized on November 2, 2020.
+Added: For additional information, refer to Item 2.
+Added: Issuer Purchases of Equity Securities.
+Added: For the nine months ended September 30, 2021, we paid the following cash dividends:
Payable to Shareholders
10 unchanged sentences
June 15, 2021
+Added: August 1, 2021
+Added: August 26, 2021
+Added: $63.6 million
+Added: September 23, 2021
Dividends paid in 2021 and 2020 were ordinary dividends.
−Removed: Subsequent to June 30, 2021, we declared the following cash dividends:
+Added: Subsequent to September 30, 2021, we declared the following cash dividends:
Payable to Shareholders
3 unchanged sentences
Date to be Paid
−Removed: August 1, 2021
−Removed: August 26, 2021
−Removed: September 23, 2021
+Added: November 1, 2021
+Added: November 18, 2021
+Added: December 16, 2021
The amount of future distributions will be determined, from time to time, by our Board of Directors to balance our goal of increasing long-term shareholder value and retaining sufficient cash to implement our current capital allocation policy, which prioritizes investment in quality assets that meet our return criteria, and then stock repurchases when we believe our stock price is below its intrinsic value.
2 unchanged sentences
We have on file with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-4 registering shares of Class A common stock that we may issue in connection with the acquisition of wireless communication towers or antenna sites and related assets or companies who own wireless communication towers, antenna sites, or related assets.
−Removed: During the six months ended June 30, 2021, we did not issue any shares of Class A common stock under this registration statement.
−Removed: As of June 30, 2021, we had approximately 1.2 million shares of Class A common stock remaining under this registration statement.
+Added: nine months ended September 30, 2021, we did not issue any shares of Class A common stock under this registration statement.
+Added: As of September 30, 2021, we had approximately 1.2 million shares of Class A common stock remaining under this registration statement.
On February 26, 2021, we filed with the Commission an automatic shelf registration statement for well-known seasoned issuers on Form S-3, which enables us to issue shares of our Class A common stock, preferred stock, debt securities, warrants, or depositary shares as well as units that include any of these securities.
−Removed: We will file a prospectus supplement containing the amount and
−Removed: type of securities each time we issue securities under our automatic shelf registration statement on Form S-3.
+Added: We will file a prospectus supplement containing the amount and type of securities each time we issue securities under our automatic shelf registration statement on Form S-3.
No securities were issued under this registration statement through the date of this filing.
8 unchanged sentences
Consequently, the amount outstanding under the Revolving Credit Facility at the end of the period may not be reflective of the total amounts outstanding during such period.
−Removed: During the three months ended June 30, 2021, we borrowed $100.0 million and repaid $605.0 million of the outstanding balance under the Revolving Credit Facility.
−Removed: During the six months ended June 30, 2021, we borrowed $810.0 million and repaid $1.1 billion of the outstanding balance under the Revolving Credit Facility.
−Removed: As of June 30, 2021, the balance outstanding under the Revolving Credit Facility was $85.0 million accruing interest at 1.600% per annum.
+Added: During the three months ended September 30, 2021, we repaid $85.0 million of the outstanding balance under the Revolving Credit Facility.
+Added: During the nine months ended September 30, 2021, we borrowed $810.0 million and repaid $1.2 billion of the outstanding balance under the Revolving Credit Facility.
+Added: As of September 30, 2021, there was no balance outstanding under the Revolving Credit Facility.
In addition, SBA Senior Finance II was required to pay a commitment fee of 0.25% per annum on the amount of the unused commitment.
−Removed: As of June 30, 2021, SBA Senior Finance II was in compliance with the financial covenants contained in the Senior Credit Agreement.
−Removed: Subsequent to June 30, 2021, we repaid $85.0 million of the outstanding balance under the Revolving Credit Facility.
−Removed: As of the date of this filing, no amount was outstanding under the Revolving Credit Facility.
+Added: As of September 30, 2021, SBA Senior Finance II was in compliance with the financial covenants contained in the Senior Credit Agreement.
+Added: Subsequent to September 30, 2021, we borrowed $825.0 million and repaid $755.0 million of the outstanding balance under the Revolving Credit Facility.
+Added: As of the date of this filing, $70.0 million was outstanding under the Revolving Credit Facility.
Term Loan under the Senior Credit Agreement
4 unchanged sentences
The 2018 Term Loan was issued at 99.75% of par value.
−Removed: As of June 30, 2021, the 2018 Term Loan was accruing interest at 1.860% per annum.
+Added: As of September 30, 2021, the 2018 Term Loan was accruing interest at 1.840% per annum.
Principal payments on the 2018 Term Loan are being made in quarterly installments on the last day of each March, June, September, and December in an amount equal to $6.0 million.
−Removed: During the three and six months ended June 30, 2021, we repaid an aggregate of $6.0 million and $12.0 million of principal on the 2018 Term Loan, respectively.
−Removed: As of June 30, 2021, the 2018 Term Loan had a principal balance of $2.3 billion.
+Added: During the three and nine months ended September 30, 2021, we repaid an aggregate of $6.0 million and $18.0 million of principal on the 2018 Term Loan, respectively.
+Added: As of September 30, 2021, the 2018 Term Loan had a principal balance of $2.3 billion.
On August 4, 2020, we, through our wholly owned subsidiary, SBA Senior Finance II, entered into an interest rate swap for $1.95 billion of notional value accruing interest at one month LIBOR plus 175 basis points for a fixed rate of 1.874% per annum through the maturity date of the 2018 Term Loan.
Secured Tower Revenue Securities
−Removed: On May 14, 2021 , we , through the Trust, issued $1.165 billion of Secured Tower Revenue Securities Series 2021-1C, which have an anticipated repayment date of November 9, 2026 and a final maturity date of May 9, 2051 (the “2021-1C Tower Securities ”).
+Added: 2021 -1C Tower Securities
+Added: On May 14, 2021 , we , through a New York common law trust (the “Trust”) , issued $1.165 billion of Secured Tower Revenue Securities Series 2021-1C, which have an anticipated repayment date of November 9, 2026 and a final maturity date of May 9, 2051 (the “2021-1C Tower Securities ”).
The fixed interest rate on the 2021-1C Tower Securities is 1.631% per annum, payable monthly.
−Removed: Net proceeds from this offering were
−Removed: used to repay the entire aggregate principal amount of the 2017-1C Tower Securities ($760.0 million) and the Secured Tower Revenue Securities, Series 2017-1R ($40.0 million) and for general corporate purposes.
+Added: Net proceeds from this offering were used to repay the entire aggregate principal amount of the 2017-1C Tower Securities ($760.0 million) and the Secured Tower Revenue Securities, Series 2017-1R ($40.0 million) and for general corporate purposes.
We have incurred deferred financing fees of $12.6 million in relation to this transaction, which are being amortized through the anticipated repayment date of the 2021-1C Tower Securities.
+Added: 2013-2C Tower Securities
+Added: On October 14, 2021, we repaid the entire aggregate principal amount of the 2013-2C Tower Securities ($575.0 million) which had an anticipated repayment date of April 11, 2023.
+Added: Additionally, we expensed $2.0 million of deferred financing fees and accrued interest related to the repayment of the 2013-2C Tower Securities, which are reflected in loss from extinguishment of debt on the Consolidated Statement of Operations.
+Added: 2021 -2C Tower Securities and 2021-3C Tower Securities
+Added: On October 27, 2021 , we , through the Trust, issued $895.0 million of 1.840% Secured Tower Revenue Securities Series 2021-2C which have an anticipated repayment date of April 9, 2027 and a final maturity date of October 10, 2051 (the “2021-2C Tower Securities ”) and $895.0 million of 2.593% Secured Tower Revenue Securities Series 2021-3C which have an anticipated repayment date of October 9, 2031 and a final maturity date of October 10, 2056 (the “2021-3C Tower Securities ”).
+Added: The aggregate $1.79 billion of 2021-2C Tower Securities and 2021-3C Tower Securities have a blended interest rate of 2.217% and a weighted average life through the anticipated repayment date of 7.8 years.
+Added: Net proceeds from this offering were used to repay amounts outstanding under the Revolving Credit Facility and remaining proceeds will be used to redeem the entire aggregate principal amount of the 2016 Senior Notes ($1.1 billion) and to pay all premiums and costs associated with such redemption.
+Added: We have incurred deferred financing fees of $18.3 million in relation to this transaction, which are being amortized through the anticipated repayment dates of the 2021-2C Tower Securities and 2021-3C Tower Securities.
Tower Revenue Securities Terms
−Removed: As of June 30, 2021, we, through a New York common law trust (the “Trust”), had issued and outstanding an aggregate of $5.5 billion of Secured Tower Revenue Securities (“Tower Securities”).
+Added: As of September 30, 2021, we, through the Trust, had issued and outstanding an aggregate of $5.5 billion of Secured Tower Revenue Securities (“Tower Securities”).
The sole asset of the Trust consists of a non-recourse mortgage loan made in favor of certain of our subsidiaries that are borrowers on the mortgage loan (the “Borrowers”) under which there is a loan tranche for each Tower Security outstanding with the same interest rate and maturity date as the corresponding Tower Security.
−Removed: The mortgage loan will be paid from the operating cash flows from the aggregate 9,929 tower sites owned by the Borrowers as of June 30, 2021.
+Added: The mortgage loan will be paid from the operating cash flows from the aggregate 9,929 tower sites owned by the Borrowers as of September 30, 2021.
The mortgage loan is secured by (1) mortgages, deeds of trust, and deeds to secure debt on a substantial portion of the tower sites, (2) a security interest in the tower sites and substantially all of the Borrowers’ personal property and fixtures, (3) the Borrowers’ rights under certain tenant leases, and (4) all of the proceeds of the foregoing.
For each calendar month, SBA Network Management, Inc., an indirect subsidiary (“Network Management”), is entitled to receive a management fee equal to 4.5% of the Borrowers’ operating revenues for the immediately preceding calendar month.
−Removed: The table below sets forth the material terms of our outstanding Tower Securities as of June 30, 2021:
+Added: The table below sets forth the material terms of our outstanding Tower Securities as of the date of this filing:
Amount Outstanding
16 unchanged sentences
$1.165 billion
+Added: 2021-2C Tower Securities (2)
+Added: $895.0 million
+Added: 2021-3C Tower Securities (2)
+Added: $895.0 million
+Added: (1) On October 14, 2021, we repaid the entire aggregate principal amount of the 2013-2C Tower Securities.
+Added: For further discussion, refer to “Secured Tower Revenue Securities” above.
+Added: (2) On October 27, 2021, we issued the 2021-2C Tower Securities and the 2021-3C Tower Securities.
+Added: Net proceeds were used to repay amounts outstanding under the Revolving Credit Facility and remaining proceeds will be used to redeem the entire aggregate principal amount of the 2016 Senior Notes.
+Added: For further discussion, refer to “Secured Tower Revenue Securities” above and “Senior Notes” below.
Risk Retention Tower Securities
−Removed: In addition, to satisfy certain risk retention requirements of Regulation RR promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), SBA Guarantor, LLC, a wholly owned subsidiary, purchased (1) $33.7 million of Secured Tower Revenue Securities Series 2018-1R (the “2018-1R Tower Securities”) issued by the Trust with a fixed interest rate of 4.949% per annum, payable monthly, and with the same anticipated repayment date and final maturity date as the 2018-1C Tower Securities, (2) $61.4 million of Secured Tower Revenue Securities Series 2019-1R (the “2019-1R Tower Securities”) issued by the Trust with a fixed interest rate of 4.213% per annum, payable monthly, and with the same anticipated repayment date and final maturity date as the 2019-1C Tower Securities, (3) $71.1 million of Secured Tower Revenue Securities Series 2020-2R (the “2020-2R Tower Securities”) issued by the Trust with a fixed interest rate of 4.336% per annum, payable monthly, and with the same anticipated repayment date and final maturity date as the 2020-2C Tower Securities, and (4) $61.4 million of Secured Tower Revenue Securities Series 2021-1R (the “2021-1R Tower Securities”) issued by the Trust with a fixed interest rate of 3.625% per annum, payable monthly, and with the same anticipated repayment date and final maturity date as the 2021-1C Tower Securities.
−Removed: Principal and interest payments made on the 2018-1R Tower Securities, 2019-1R Tower Securities, 2020-2R Tower Securities, and 2021-1R Tower Securities eliminate in consolidation.
−Removed: As of June 30, 2021, the Borrowers met the debt service coverage ratio required by the mortgage loan agreement and were in compliance with all other covenants as set forth in the agreement.
+Added: In addition, to satisfy certain risk retention requirements of Regulation RR promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), SBA Guarantor, LLC, a wholly owned subsidiary, purchased (1) $33.7 million of Secured Tower Revenue Securities Series 2018-1R (the “2018-1R Tower Securities”) issued by the Trust with a fixed interest rate of 4.949% per annum, payable monthly, and with the same anticipated repayment date and final maturity date as the 2018-1C Tower Securities, (2) $61.4 million of Secured Tower Revenue Securities Series 2019-1R (the “2019-1R Tower Securities”) issued by the Trust with a fixed interest rate of 4.213% per annum, payable monthly, and with the same anticipated repayment date and final maturity date as the 2019-1C Tower Securities, (3) $71.1 million of Secured Tower Revenue Securities Series 2020-2R (the “2020-2R Tower Securities”) issued by the Trust with a fixed interest rate of 4.336% per annum, payable monthly, and with the same anticipated repayment date and final maturity date as the 2020-2C Tower Securities, (4) $61.4 million of Secured Tower Revenue Securities Series 2021-1R (the “2021-1R Tower Securities”) issued by the Trust with a fixed interest rate of 3.625% per annum, payable monthly, and with the same anticipated repayment date and final maturity date as the 2021-1C Tower Securities, and (5) $94.3 million of Secured Tower Revenue Securities Series 2021-3R (the “2021-3R Tower Securities”) issued by the Trust with a fixed interest rate of 4.090% per annum, payable monthly, and with the same anticipated repayment date and final maturity date as the 2021-3C Tower Securities.
+Added: Principal and interest payments made on the 2018-1R Tower Securities, 2019-1R Tower Securities, 2020-2R Tower Securities, 2021-1R Tower Securities, and 2021-3R Tower Securities eliminate in consolidation.
+Added: As of September 30, 2021, the Borrowers met the debt service coverage ratio required by the mortgage loan agreement and were in compliance with all other covenants as set forth in the agreement.
On January 29, 2021, we issued $1.5 billion of unsecured senior notes due February 1, 2029 at par value (the “2021 Senior Notes”).
7 unchanged sentences
February 1, 2024 at 101.563%, February 1, 2025 at 100.781%, or February 1, 2026 until maturity at 100.000%, of the principal amount of the 2021 Senior Notes to be redeemed on the redemption date plus accrued and unpaid interest.
−Removed: The table below sets forth the material terms of our outstanding senior notes as of June 30, 2021:
+Added: The table below sets forth the material terms of our outstanding senior notes as of September 30, 2021:
Amount Outstanding
6 unchanged sentences
2021 Senior Notes
+Added: (1) Proceeds from the issuance of the 2021-2C Tower Securities and 2021-3C Tower Securities will be used to redeem the entire aggregate principal amount of the 2016 Senior Notes.
The unsecured senior notes are subject to redemption in whole or in part at the redemption prices set forth in the indenture agreement plus accrued and unpaid interest.
We may redeem each of the senior notes during the time periods and at the redemption prices set forth in the indentures.
−Removed: As of June 30, 2021, we believe that our cash on hand, capacity available under our Revolving Credit Facility, and cash flows from operations for the next twelve months will be sufficient to service our outstanding debt during the next twelve months.
−Removed: The following table illustrates our estimate of our debt service requirement over the next twelve months based on the amounts outstanding as of June 30, 2021 and the interest rates accruing on those amounts on such date (in thousands):
+Added: As of September 30, 2021, we believe that our cash on hand, capacity available under our Revolving Credit Facility, and cash flows from operations for the next twelve months will be sufficient to service our outstanding debt during the next twelve months.
+Added: The following table illustrates our estimate of our debt service requirement over the next twelve months based on the amounts outstanding as of September 30, 2021 and the interest rates accruing on those amounts on such date (in thousands):
Revolving Credit Facility (1)
11 unchanged sentences
Total debt service for the next 12 months (2)(4)
−Removed: (1) Subsequent to June 30, 2021, we repaid $85.0 million of the outstanding balance under the Revolving Credit Facility.
−Removed: As of the date of this filing, no amount was outstanding under the Revolving Credit Facility.
+Added: (1) As of September 30, 2021, no amount was outstanding under the Revolving Credit Facility.
+Added: Subsequent to September 30, 2021, we borrowed $825.0 million and repaid $755.0 million of the outstanding balance under the Revolving Credit Facility.
+Added: As of the date of this filing, $70.0 million was outstanding under the Revolving Credit Facility.
(2) Total debt service on the 2018 Term Loan includes the impact of the interest rate swap entered into on August 4, 2020, which swapped $1.95 billion of notional value accruing interest at one month LIBOR plus 175 basis points for a fixed rate of 1.874% per annum through the maturity date of the 2018 Term Loan.
+Added: (3) On October 14, 2021, we repaid the entire aggregate principal amount of the 2013-2C Tower Securities ($575.0 million).
+Added: For further discussion, refer to “Secured Tower Revenue Securities” above.
+Added: (4) Total debt service excludes interest payments on the $895.0 million 2021-2C Tower Securities and the $895.0 million 2021-3C Tower Securities issued October 27, 2021, proceeds from which were used to repay amounts outstanding under the Revolving Credit Facility and remaining proceeds will be used to redeem the entire aggregate principal amount of the 2016 Senior Notes ($1.1 billion).
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.