What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2024-08-02 compared with 2024-05-06 · 208 added, 106 removed, 581 unchanged (35% of the section changed)

33 unchanged sentences

Common stock - Class A, par value $ 0.01 , 400,000 shares authorized, 107,471 shares and

108,050 shares issued and outstanding at March 31, 2024 and December 31, 2023,

108,050 shares issued and outstanding at June 30, 2024 and December 31, 2023,

Additional paid-in capital

12 unchanged sentences

For the three months

ended March 31,

For the six months

ended June 30,

Site development

21 unchanged sentences

Income before income taxes

Provision for income taxes

Benefit (provision) for income taxes

Net loss attributable to noncontrolling interests

3 unchanged sentences

Weighted-average number of common shares

(1) Includes non-cash compensation of $ 20,773 and $ 25,529 for the three months ended March 31, 2024 and 2023, respectively.

(1) Includes non-cash compensation of $ 17,872 and $ 17,566 for the three months ended June 30, 2024 and 2023, respectively, and $ 38,645 and $ 43,094 for the six months ended June 30, 2024 and 2023, respectively.

The accompanying condensed notes are an integral part of these consolidated financial statements.

3 unchanged sentences

For the three months

ended March 31,

For the six months

ended June 30,

Adjustments related to interest rate swaps

10 unchanged sentences

Shareholders'

BALANCE, March 31, 2024

( 7,509,379 )

( 5,222,820 )

Net income attributable to SBA

Communications Corporation

Common stock issued in connection with equity

awards and stock purchase plans, offset

by the impact of net share settlements

Non-cash stock compensation

Adjustments related to interest rate swaps

Repurchase and retirement of common stock

Foreign currency translation adjustments

attributable to SBA Communications

Dividends and dividend equivalents

on common stock

Adjustment to redemption amount related to

noncontrolling interests

BALANCE, June 30, 2024

( 7,546,370 )

( 5,316,741 )

Comprehensive

Shareholders'

BALANCE, December 31, 2023

13 unchanged sentences

on common stock

Adjustment to redemption amount related to

noncontrolling interests

BALANCE, June 30, 2024

( 7,546,370 )

( 5,316,741 )

SBA COMMUNICATIONS CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ DEFICIT

(unaudited) (in thousands)

Comprehensive

Shareholders'

BALANCE, March 31, 2023

1 unchanged sentence

( 5,269,154 )

Net income attributable to SBA

Communications Corporation

Common stock issued in connection with equity

awards and stock purchase plans, offset

by the impact of net share settlements

Non-cash stock compensation

Adjustments related to interest rate swaps

Foreign currency translation adjustments

attributable to SBA Communications

Dividends and dividend equivalents

on common stock

Adjustment to redemption amount related to

noncontrolling interests

BALANCE, June 30, 2023

( 7,362,838 )

( 5,092,330 )

Comprehensive

16 unchanged sentences

noncontrolling interests

BALANCE, March 31, 2023

BALANCE, June 30, 2023

( 7,362,838 )

4 unchanged sentences

(unaudited) (in thousands)

For the three months ended March 31,

For the six months ended June 30,

CASH FLOWS FROM OPERATING ACTIVITIES:

6 unchanged sentences

Loss from extinguishment of debt, net

Deferred and non-cash income tax provision

Deferred and non-cash income tax benefit

Other non-cash items reflected in the Statements of Operations

36 unchanged sentences

(unaudited) (in thousands)

For the three months ended March 31,

For the six months ended June 30,

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:

20 unchanged sentences

During the first quarter of 2024, the Company completed its assessment on the remaining estimated useful lives of its towers and intangible assets.

The Company concluded through its assessment that it should modify its current estimates for asset lives based on its historical operating experience and the findings obtained by its independent consultant.

The Company previously depreciated its 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 the Company had historically estimated to be 15 years.

The Company concluded through its assessment that, for U.S.

GAAP purposes, it should modify its current estimates for asset lives based on its historical operating experience and the findings obtained by its independent consultant.

The Company previously depreciated its towers on a straight-line basis over the shorter of the (i) term of the underlying ground lease (including renewal options) taking into account residual value or (ii) estimated useful life of a tower, which the Company had historically estimated to be 15 years.

Based on its assessment, the Company revised the estimated useful lives of its towers and certain related intangible assets (which are amortized on a similar basis to its tower assets, as their useful lives correlate to the useful life of the towers) from 15 years to 30 years, effective January 1, 2024.

The Company accounted for the change in estimated useful lives as a change in estimate under ASC 250 “Accounting Changes and Error Corrections.” The impact of the change in estimate was accounted for prospectively effective January 1, 2024, resulting in a reduction in depreciation and amortization expense of approximately $ 102.7 million ($ 93.0 million after tax, or an increase of $ 0.86 per diluted share) for the three months ended March 31, 2024.

The change in useful lives is expected to reduce depreciation expense by approximately $ 411.5 million ($ 372.5 million after tax, or an increase of $ 3.43 per diluted share) for the year ended December 31, 2024.

This change in useful lives is expected to reduce depreciation and amortization expense by approximately $ 411.5 million ($ 372.5 million after tax, or an increase of $ 3.44 per diluted share) for the year ended December 31, 2024.

Foreign Currency Translation

1 unchanged sentence

dollar as its functional currency are translated at period-end exchange rates, while revenues and expenses are translated at monthly average exchange rates during the period.

Unrealized translation gains and losses are reported as foreign currency translation adjustments through Accumulated other comprehensive loss, net in the Consolidated Statement of Shareholders’ Deficit.

For foreign subsidiaries where the U.S.

4 unchanged sentences

In accordance with ASC 830, the Company remeasures foreign denominated intercompany loans with the corresponding change in the balance being recorded in Other (expense) income, net in the Consolidated Statements of Operations as settlement is anticipated or planned in the foreseeable future.

The Company recorded a $ 28.5 million loss and a $ 27.4 million gain, net of taxes, on the remeasurement of intercompany loans for the three months ended March 31, 2024 and 2023, respectively.

During the three months ended March 31, 2024, the Company funded $ 8.3 million and repaid $ 50.7 million under its intercompany loan agreements.

March 31, 2024 and December 31, 2023, the aggregate amount outstanding under the intercompany loan agreements subject to remeasurement with the Company’s foreign subsidiaries was $ 1.2 billion and $ 1.3 billion, respectively.

The Company recorded a $ 66.2 million loss and a $ 27.8 million gain, net of taxes, on the remeasurement of intercompany loans for the three months ended June 30, 2024 and 2023, respectively, and a $ 94.7 million loss

and a $ 55.2 million gain, net of taxes, on the remeasurement of intercompany loans for the six months ended June 30, 2024 and 2023, respectively.

During the six months ended June 30, 2024, the Company funded $ 9.3 million and $ 79.7 million was repaid under its intercompany loan agreements.

As of June 30, 2024 and December 31, 2023, the aggregate amount outstanding under the intercompany loan agreements subject to remeasurement with the Company’s foreign subsidiaries was $ 1.2 billion and $ 1.3 billion, respectively.

FAIR VALUE MEASUREMENTS

10 unchanged sentences

For the three months

ended March 31,

For the six months

ended June 30,

(in thousands)

4 unchanged sentences

(1) Represents impairment charges resulting from the Company’s regular analysis of whether the anticipated future cash flows from certain towers are sufficient to recover the carrying value of the investment in those towers .

As a result of increased churn, the Company experienced increased asset impairment charges for the three months ended March 31, 2024.

The Company’s long-term investments were $ 22.0 million and $ 24.5 million as of March 31, 2024 and December 31, 2023, respectively, and are recorded in Other assets on the Consolidated Balance Sheets.

The Company’s long-term investments were $ 19.2 million and $ 24.5 million as of June 30, 2024 and December 31, 2023, respectively, and are recorded in Other assets on the Consolidated Balance Sheets.

The estimation of the fair value of the investment involves the use of Level 3 inputs.

2 unchanged sentences

If indicators exist and the fair value of the investment is less than the carrying amount, an impairment charge will be recorded.

The Company did no t recognize any impairment loss associated with its investments during the three months ended March 31, 2024 and 2023.

The Company did no t recognize any impairment loss associated with its investments during the three and six months ended June 30, 2024 and 2023.

Fair Value of Financial Instruments — The carrying values of cash and cash equivalents, accounts receivable, restricted cash, accounts payable, and short-term investments approximate their estimated fair values due to the short maturity of these instruments.

The Company’s estimate of its short-term investments is based primarily upon Level 1 reported market values.

As of March 31, 2024 and December 31, 2023, the Company had $ 1.6 million and $ 1.0 million of short-term investments, respectively.

For the three months ended March 31, 2024, the Company purchased and sold $ 0.3 billion of short-term investments.

For the three months ended March 31, 2023, the Company purchased and sold $ 0.2 billion of short-term investments.

As of June 30, 2024 and December 31, 2023, the Company had $ 30.4 million and $ 1.0 million of short-term investments, respectively.

For the six months ended June 30, 2024, the Company purchased and sold $ 0.7 billion of short-term investments.

For the six months ended June 30, 2023, the Company purchased and sold $ 0.6 billion of short-term investments.

The Company determines fair value of its debt instruments utilizing various Level 2 sources including quoted prices and indicative quotes (non-binding quotes) from brokers that require judgment to interpret market information including implied credit spreads for similar borrowings on recent trades or bid/ask prices.

The fair value of the Revolving Credit Facility is considered to approximate the carrying value because the Company does not believe its credit risk has changed materially from the date the applicable spread to the Eurodollar Rate and Term SOFR Rate was set for the Revolving Credit Facility ( 112.5 to 150.0 basis points).

The fair value of the Revolving Credit Facility is considered to approximate the carrying value because the Company does not believe its credit risk has changed materially from the date the

applicable spread to the Eurodollar Rate and Term SOFR Rate was set for the Revolving Credit Facility ( 112.5 to 150.0 basis points).

Refer to Note 10 for the fair values, principal balances, and carrying values of the Company’s debt instruments.

2 unchanged sentences

The cash, cash equivalents, and restricted cash balances on the Consolidated Statements of Cash Flows consist of the following:

March 31, 2024

June 30, 2024

December 31, 2023

15 unchanged sentences

Payment and performance bonds relate primarily to collateral requirements for tower construction currently in process by the Company.

Other restricted cash includes $ 6.1 million held in escrow as of March 31, 2024 and December 31, 2023 related to the Company’s acquisition activities.

Cash is pledged as collateral related to surety bonds issued for the benefit of the Company or its affiliates in the ordinary course of business and primarily related to the Company’s tower removal obligations.

As of March 31, 2024 and December 31, 2023, the Company had $ 41.9 million and $ 42.0 million in surety and payment and performance bonds, respectively, for which no collateral was required to be posted.

Other restricted cash includes $ 6.5 million and $ 6.1 million held in escrow as of June 30, 2024 and December 31, 2023 related to the Company’s acquisition activities.

Cash is pledged as collateral for surety bonds issued for the benefit of the Company or its affiliates in the ordinary course of business and primarily related to the Company’s tower removal obligations.

As of June 30, 2024 and December 31, 2023, the Company had $ 41.7 million and $ 42.0 million in surety and payment and performance bonds, respectively, for which no collateral was required to be posted.

The Company periodically evaluates the collateral posted for its bonds to ensure that it meets the minimum requirements.

As of March 31, 2024 and December 31, 2023, the Company had pledged $ 2.4 million as collateral related to its workers’ compensation policy.

As of June 30, 2024 and December 31, 2023, the Company had pledged $ 2.5 million and $ 2.4 million, respectively, as collateral related to its workers’ compensation policy.

COSTS AND ESTIMATED EARNINGS ON UNCOMPLETED CONTRACTS

The Company’s costs and estimated earnings on uncompleted contracts are comprised of the following:

March 31, 2024

June 30, 2024

December 31, 2023

4 unchanged sentences

These amounts are included in the Consolidated Balance Sheets under the following captions:

March 31, 2024

June 30, 2024

December 31, 2023

3 unchanged sentences

uncompleted contracts (included in Other current liabilities)

At March 31, 2024 and December 31, 2023, the two largest customers comprised 83.9 % and 84.6 %, respectively, of the costs and estimated earnings in excess of billings on uncompleted contracts, net of billings in excess of costs and estimated earnings.

At June 30, 2024 and December 31, 2023, the two largest customers comprised 90.5 % and 84.6 %, respectively, of the costs and estimated earnings in excess of billings on uncompleted contracts, net of billings in excess of costs and estimated earnings.

PREPAID EXPENSES AND OTHER CURRENT ASSETS AND OTHER ASSETS

The Company’s prepaid expenses and other current assets are comprised of the following:

March 31, 2024

June 30, 2024

December 31, 2023

8 unchanged sentences

The Company’s other assets are comprised of the following:

March 31, 2024

June 30, 2024

December 31, 2023

12 unchanged sentences

The loans accrue interest at a variable rate, adjusting monthly, plus the applicable margin.

The loans are collateralized by equity securities in the Investee.

The funding of the loans is recorded in Other investing activities on the Consolidated Statements of Cash Flows.

As of March 31, 2024, the outstanding principal balance of the loan was $ 106.4 million and was accruing interest at 10.076 %.

As of June 30, 2024, the outstanding principal balance of the loan was $ 107.4 million and was accruing interest at 10.079 %.

The following table summarizes the Company’s acquisition activity:

For the three months

ended March 31,

For the six months

ended June 30,

(in thousands)

2 unchanged sentences

Total cash acquisition capital expenditures

(1) Excludes $ 4.6 million and $ 5.1 million spent to extend ground lease terms for the three months ended March 31, 2024 and 2023, respectively.

(1) Excludes $ 3.7 million and $ 2.7 million spent to extend ground lease terms for the three months ended June 30, 2024 and 2023, respectively, and excludes $ 9.3 million and $ 7.9 million spent to extend ground lease terms for the six months ended June 30, 2024 and 2023, respectively.

The Company recorded these amounts in prepaid ground rent within prepaid expenses and other current assets on its Consolidated Balance Sheets.

During the three months ended March 31, 2024, the Company acquired 11 towers and related assets and liabilities consisting of $ 1.6 million of property and equipment, net, $ 9.6 million of intangible assets, net, $ 1.6 million of operating lease right-of-use assets, net, $ 2.3 million of acquisition related holdbacks, and $ 0.2 million of long-term lease liabilities.

During the three months ended

March 31, 2024 , the Company concluded that for all of its acquisitions substantially all of the value of its tower acquisition is concentrated in a group of similar identifiable assets .

Additionally, subsequent to March 31, 2024, the Company purchased or is under contract to purchase 271 communication sites for an aggregate consideration of $ 84.5 million in cash.

The Company anticipates that these acquisitions will be consummated by the end of the third quarter of 2024.

The maximum potential obligation related to contingent consideration for acquisitions was $ 16.4 million and $ 17.9 million as of March 31, 2024 and December 31, 2023, respectively.

During the six months ended June 30, 2024, the Company acquired 128 towers and related assets and liabilities consisting of $ 13.4 million of property and equipment, net, $ 24.3 million of intangible assets, net, $ 9.5 million of operating lease right-of-use assets, net, $ 3.4 million of acquisition related holdbacks, $ 5.3 million of long-term lease liabilities, and $ 0.2 million of other net liabilities assumed.

During the six months ended June 30, 2024 , the Company concluded that for all of its tower acquisitions substantially all of the value is concentrated in a group of similar identifiable assets .

Additionally, subsequent to June 30, 2024, the Company purchased or is under contract to purchase 106 communication sites which are expected to close prior to year-end at the time of this report for an aggregate consideration of $ 49.3 million in cash.

The maximum potential obligation related to contingent consideration for closed acquisitions was $ 15.1 million and $ 17.9 million as of June 30, 2024 and December 31, 2023, respectively.

No such amounts have been recorded on the Company’s Consolidated Balance Sheets.

1 unchanged sentence

Property and equipment, net consists of the following:

March 31, 2024

June 30, 2024

December 31, 2023

11 unchanged sentences

(2) Construction-in-process represents costs incurred related to towers and other assets that are under development and will be used in the Company’s site leasing operations.

Depreciation expense was $ 37.5 million and $ 69.4 million for the three months ended March 31, 2024 and 2023, respectively.

As a result of the Company’s revision of the estimated useful lives of its towers, the Company experienced decreased depreciation expense for the three months ended March 31, 2024.

At March 31, 2024 and December 31, 2023, unpaid capital expenditures that are included in accounts payable and accrued expenses were $ 6.5 million.

Depreciation expense was $ 26.2 million and $ 69.0 million for the three months ended June 30, 2024 and 2023, respectively, and $ 63.6 million and $ 138.4 million for the six months ended June 30, 2024 and 2023, respectively.

As a result of the Company’s revision of the estimated useful lives of its towers, the Company experienced decreased depreciation expense for the three and six months ended June 30, 2024.

At June 30, 2024 and December 31, 2023, unpaid capital expenditures that are included in accounts payable and accrued expenses were $ 14.1 million and $ 6.5 million, respectively.

INTANGIBLE ASSETS, NET

The following table provides the gross and net carrying amounts for each major class of intangible assets:

As of March 31, 2024

As of June 30, 2024

As of December 31, 2023

12 unchanged sentences

All intangible assets noted above are included in the Company’s site leasing segment.

Amortization expense relating to the intangible assets above was $ 27.1 million and $ 101.8 million for the three months ended March 31, 2024 and 2023, respectively.

As a result of the Company’s revision of the estimated useful lives of certain intangible assets, the Company experienced decreased amortization expense for the three months ended March 31, 2024.

Amortization expense relating to the intangible assets above was $ 26.3 million and $ 101.3 million for the three months ended June 30, 2024 and 2023, respectively and $ 53.5 million and $ 203.1 million for the six months ended June 30, 2024 and 2023, respectively.

As a result of the Company’s revision of the estimated useful lives of its towers, the Company experienced decreased amortization expense for the three and six months ended June 30, 2024.

ACCRUED EXPENSES

The Company’s accrued expenses are comprised of the following:

March 31, 2024

June 30, 2024

December 31, 2023

5 unchanged sentences

Total accrued expenses

The principal values, fair values, and carrying values of debt consist of the following (in thousands):

March 31, 2024

The principal balances, fair values, and carrying values of debt consist of the following (in thousands):

June 30, 2024

December 31, 2023

16 unchanged sentences

Total long-term debt, net of current maturities

(1) On January 25, 2024, the Company amended its Revolving Credit Facility to extend the maturity date to January 25, 2029 as well as amend certain other terms and conditions under the Senior Credit Agreement.

(1) On January 25, 2024, the Company amended its Revolving Credit Facility to extend the maturity date to January 25, 2029 as

well as amend certain other terms and conditions under the Senior Credit Agreement.

For further discussion of the amendments, refer to “Terms of the Senior Credit Agreement” below.

3 unchanged sentences

The table below reflects cash and non-cash interest expense amounts recognized by debt instrument for the periods presented:

For the three months ended March 31,

For the three months ended June 30,

For the six months ended June 30,

(in thousands)

13 unchanged sentences

(1) The 2024 Term Loan has a blended rate of 2.845 %, which includes the impact of the interest rate swaps.

Excluding the impact of the interest rate swap, the 2024 Term Loan was accruing interest at 7.340 % as of March 31, 2024.

Excluding the impact of the interest rate swap, the 2024 Term Loan was accruing interest at 7.350 % as of June 30, 2024.

Refer to Note 17 for more information on the Company’s interest rate swap .

2 unchanged sentences

On February 23, 2024, the Company, through its wholly owned subsidiary, SBA Senior Finance II, further increased the total commitments under the Revolving Credit Facility from $ 1.75 billion to $ 2.0 billion.

As of March 31, 2024, SBA Senior Finance II was in compliance with the financial covenants contained in the Senior Credit Agreement.

As of June 30, 2024, SBA Senior Finance II was in compliance with the financial covenants contained in the Senior Credit Agreement.

Revolving Credit Facility under the Senior Credit Agreement

2 unchanged sentences

In addition, SBA Senior Finance II is required to pay a commitment fee of between 0.15 % and 0.25 % per annum on the amount of unused commitment.

Furthermore, the Revolving Credit Facility incorporates sustainability-linked targets which will adjust the Revolving Credit Facility’s applicable interest and commitment fee rates upward or downward based on how the Company performs against those targets.

performs against those targets.

Borrowings under the Revolving Credit Facility may be used for general corporate purposes.

3 unchanged sentences

Interest Rate

March 31, 2024 (1)

March 31, 2024 (2)

June 30, 2024 (1)

June 30, 2024 (2)

Revolving Credit Facility

1 unchanged sentence

(2) The rate reflected includes a 0.010 % reduction in the applicable commitment fee as a result of meeting certain sustainability-linked targets as of December 31, 2023.

The table below summarizes the Company’s Revolving Credit Facility activity during the three months ended March 31, 2024 and 2023 (in thousands):

The table below summarizes the Company’s Revolving Credit Facility activity during the three and six months ended June 30, 2024 and 2023 (in thousands):

For the three months

ended March 31,

For the six months

ended June 30,

Beginning outstanding balance

Ending outstanding balance

Subsequent to March 31, 2024, the Company repaid $ 50.0 million and borrowed $ 50.0 million under the Revolving Credit Facility, and as of the date of this filing, $ 195.0 million was outstanding.

Subsequent to June 30, 2024, the Company repaid $ 90.0 million and borrowed $ 20.0 million under the Revolving Credit Facility, and as of the date of this filing, $ 50.0 million was outstanding.

Term Loan under the Senior Credit Agreement

8 unchanged sentences

The Company incurred financing fees of approximately $ 19.4 million in relation to this transaction, which are being amortized through the maturity date.

During the three and six months ended June 30, 2024, the Company repaid an aggregate of $ 5.75 million of principal on the 2024 Term Loan.

As of June 30, 2024, the 2024 Term Loan had a principal balance of $ 2.3 billion.

Secured Tower Revenue Securities

As of March 31, 2024, the entities that are borrowers on the mortgage loan (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.

As of June 30, 2024, the entities that are borrowers on the mortgage loan (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.

The sole asset of the Trust consists of a non-recourse mortgage loan made in favor of the Borrowers .

5 unchanged sentences

The Company will file a prospectus supplement containing the amount and type of securities each time it issues securities under its automatic shelf registration statement on Form S-3ASR.

During the three months ended March 31, 2024, the Company did no t issue any securities under this automatic shelf registration statement.

During the six months ended June 30, 2024, the Company did no t issue any securities under this automatic shelf registration statement.

Stock Repurchases

6 unchanged sentences

For the three months

ended March 31,

Total number of shares purchased (in millions) (1)

Average price per share (1)

Total purchase price (in millions) (1)

Subsequent to March 31, 2024, the Company made the following share repurchases:

For the six months

ended June 30,

Total number of shares purchased (in millions) (1)

2 unchanged sentences

(1) Amounts reflected are based on the trade date and may differ from the Consolidated Statements of Cash Flows which reflects share repurchases based on the settlement date.

For the three months ended March 31, 2024, the Company paid the following cash dividends:

For the six months ended June 30, 2024, the Company paid the following cash dividends:

Payable to Shareholders

7 unchanged sentences

March 28, 2024

April 29, 2024

$ 105.3 million

June 18, 2024

Dividends paid in 2024 were ordinary taxable dividends.

Subsequent to March 31, 2024, the Company declared the following cash dividends:

Subsequent to June 30, 2024, the Company declared the following cash dividends:

Payable to Shareholders

3 unchanged sentences

Date to be Paid

April 29, 2024

June 19, 2024

July 28, 2024

August 22, 2024

September 18, 2024

STOCK-BASED COMPENSATION

Stock Options

The following table summarizes the Company’s activities with respect to its stock option plans for the three months ended March 31, 2024 as follows (dollars and shares in thousands, except for per share data):

The following table summarizes the Company’s activities with respect to its stock option plans for the six months ended June 30, 2024 as follows (dollars and shares in thousands, except for per share data):

Weighted-Average

3 unchanged sentences

Outstanding at December 31, 2023

Outstanding at March 31, 2024

Exercisable at March 31, 2024

Unvested at March 31, 2024

The total intrinsic value for options exercised during the three months ended March 31, 2024 was $ 14.2 million.

Forfeited/canceled

Outstanding at June 30, 2024

Exercisable at June 30, 2024

Unvested at June 30, 2024

The total intrinsic value for options exercised during the six months ended June 30, 2024 was $ 15.0 million.

Restricted Stock Units and Performance-Based Restricted Stock Units

The following table summarizes the Company’s RSU and PSU activity for the three months ended March 31, 2024:

The following table summarizes the Company’s RSU and PSU activity for the six months ended June 30, 2024:

Weighted-Average

9 unchanged sentences

Forfeited/canceled

Outstanding at March 31, 2024

Outstanding at June 30, 2024

(1) PSUs represent the target number of shares granted that are issuable at the end of the three year performance period.

9 unchanged sentences

As a REIT, the Company will continue to pay U.S.

federal income tax on earnings, if any, from assets and operations held through its TRS.

federal income tax on earnings, if any, from assets and operations held through its U.S.

taxable REIT subsidiary.

These assets and operations currently consist primarily of the Company’s site development services and its international operations.

1 unchanged sentence

The Company may also be subject to a variety of taxes, including payroll taxes and state, local, and foreign income, property, and other taxes on its assets and operations.

The Company’s determination as to the timing and amount of future dividend distributions will be based on a number of factors, including REIT distribution requirements, its existing federal net operating losses (“NOLs”) of approximately $ 382.3 million as of December 31, 2023, the Company’s financial condition, earnings, debt covenants, and other possible uses of such funds.

and other possible uses of such funds.

The Company may use these NOLs to offset its REIT taxable income, and thus any required distributions to shareholders may be reduced or eliminated until such time as the NOLs have been fully utilized .

9 unchanged sentences

There can be no assurance that these matters will be resolved in the Company’s favor, and an adverse outcome, or any future tax examinations involving similar assertions, could have a material effect on the Company’s results of operations or cash flows in any one period.

As of March 31, 2024, the Company estimates the aggregate range of reasonably possible losses in excess of amounts accrued to be between zero and $ 94.6 million.

As of June 30, 2024, the Company estimates the aggregate range of reasonably possible losses in excess of amounts accrued to be between zero and $ 66.8 million.

This range excludes penalties and interest, which as of such date would have been $ 80.7 million.

10 unchanged sentences

Domestic Site

For the three months ended March 31, 2024

For the three months ended June 30, 2024

(in thousands)

11 unchanged sentences

Cash capital expenditures (3)

For the three months ended March 31, 2023

For the three months ended June 30, 2023

Cost of revenues (2)

11 unchanged sentences

Domestic Site

For the six months ended June 30, 2024

(in thousands)

As of March 31, 2024

Cost of revenues (2)

Operating profit

Selling, general, and administrative expenses

Acquisition and new business initiatives

related adjustments and expenses

Asset impairment and decommission costs

Depreciation, amortization and accretion

Operating income (loss)

Other expense, net (principally interest

expense and other income)

Income before income taxes

Cash capital expenditures (3)

For the six months ended June 30, 2023

Cost of revenues (2)

Operating profit

Selling, general, and administrative expenses

Acquisition and new business initiatives

related adjustments and expenses

Asset impairment and decommission costs

Depreciation, amortization and accretion

Operating income (loss)

Other expense, net (principally interest

expense and other income)

Income before income taxes

Cash capital expenditures (3)

Domestic Site

(in thousands)

As of June 30, 2024

As of December 31, 2023

(1) For the three months ended March 31, 2024 and 2023, site leasing revenue in Brazil was $ 97.5 million and $ 93.8 million, respectively.

(1) For the three months ended June 30, 2024 and 2023, site leasing revenue in Brazil was $ 93.1 million and $ 99.7 million, respectively.

For the six months ended June 30, 2024 and 2023, site leasing revenue in Brazil was $ 190.5 million and $ 193.6 million, respectively.

Other than Brazil, no foreign country represented more than 5 % of the Company’s total site leasing revenue in any of the periods presented.

2 unchanged sentences

(4) Assets in Other consist primarily of general corporate assets and short-term investments.

Total domestic long-lived assets were $ 5.4 billion as of March 31, 2024 and December 31, 2023.

Total international long-lived assets were $ 3.3 billion and $ 3.4 billion as of March 31, 2024 and December 31, 2023.

Total long-lived assets in Brazil were $ 2.0 billion and $ 2.1 billion as of March 31, 2024 and December 31, 2023, respectively.

Total domestic long-lived assets were $ 5.4 billion as of June 30, 2024 and December 31, 2023.

Total international long-lived assets were $ 3.1 billion and $ 3.4 billion as of June 30, 2024 and December 31, 2023.

Total long-lived assets in Brazil were $ 1.8 billion and $ 2.1 billion as of June 30, 2024 and December 31, 2023, respectively.

Long-lived assets include property and equipment, net, intangible assets, net, operating lease right-of-use assets, net, and acquired and other right-of-use assets, net.

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B asic earnings per share was computed by dividing net income attributable to SBA Communications Corporation by the weighted-average number of shares of Class A common stock outstanding for each respective period.

Diluted earnings per share was calculated by dividing net income attributable to SBA Communications Corporation by the weighted-average number of shares of Class A common stock outstanding adjusted for any dilutive Class A common stock equivalents, including unvested RSUs, PSUs, and shares issuable upon exercise of stock options as determined under the “Treasury Stock” method .

The following table sets forth basic and diluted net income per common share attributable to common shareholders for the three months ended March 31, 2024 and 2023 (in thousands, except per share data):

Diluted earnings per share was calculated by dividing net income attributable to SBA Communications Corporation by the weighted-average number of shares of

Class A common stock outstanding adjusted for any dilutive Class A common stock equivalents, including unvested RSUs, PSUs, and shares issuable upon exercise of stock options as determined under the “Treasury Stock” method .

The following table sets forth basic and diluted net income per common share attributable to common shareholders for the three and six months ended June 30, 2024 and 2023 (in thousands, except per share data):

For the three months

ended March 31,

For the six months

ended June 30,

Net income attributable to SBA

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Communications Corporation:

For the three months ended March 31, 2024 and 2023, the diluted weighted-average number of common shares outstanding excluded an immaterial number of shares issuable upon exercise of the Company’s stock options because the impact would be anti-dilutive.

For the three and six months ended June 30, 2024 and 2023, the diluted weighted-average number of common shares outstanding excluded an immaterial number of shares issuable upon exercise of the Company’s stock options because the impact would be anti-dilutive.

REDEEMABLE NONCONTROLLING INTERESTS

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The fair value of the redeemable noncontrolling interest is estimated using Level 3 inputs.

The components of redeemable noncontrolling interests as of March 31, 2024 and December 31, 2023 are as follows (in thousands):

The components of redeemable noncontrolling interests as of June 30, 2024 and December 31, 2023 are as follows (in thousands):

Beginning balance

6 unchanged sentences

The Company enters into interest rate swaps to hedge the future interest expense from variable rate debt and reduce the Company’s exposure to fluctuations in interest rates.

As of March 31, 2024, the Company has an interest rate swap agreement on its 2024 Term Loan which swaps $ 1.95 billion of notional value accruing interest at one month Term SOFR plus 200 basis points for an all-in fixed rate of 2.050 % per annum through March 31, 2025.

Additionally, the Company has a forward-starting interest rate

swap agreement which will swap $ 1.0 billion of notional value accruing interest at one month Term SOFR plus 200 basis points for an all-in fixed rate of 5.830 % per annum.

As of June 30, 2024, the Company has an interest rate swap agreement on its 2024 Term Loan which swaps $ 1.95 billion of notional value accruing interest at one month Term SOFR plus 200 basis points for an all-in fixed rate of 2.050 % per annum through March 31, 2025.

Additionally, the Company has a forward-starting interest rate swap agreement which will swap $ 1.0 billion of notional value accruing interest at one month Term SOFR plus 200 basis points for an all-in fixed rate of 5.830 % per annum.

The forward-starting swap has an effective start date of March 31, 2025 and a maturity date of April 11, 2028.

As of March 31, 2024, the hedges remain highly effective;

As of June 30, 2024, the hedges remain highly effective;

therefore, changes in fair value are recorded in Accumulated other comprehensive loss, net.

The table below outlines the effects of the Company’s interest rate swaps on the Consolidated Balance Sheets as of March 31, 2024 and December 31, 2023.

The table below outlines the effects of the Company’s interest rate swaps on the Consolidated Balance Sheets as of June 30, 2024 and December 31, 2023.

Fair Value as of

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Other long-term liabilities

Accumulated other comprehensive loss, net includes an aggregate $ 62.3 million gain and a $ 51.5 million gain as of March 31, 2024 and December 31, 2023, respectively.

Accumulated other comprehensive loss, net includes an aggregate $ 54.1 million gain and a $ 51.5 million gain as of June 30, 2024 and December 31, 2023, respectively.

The Company is exposed to counterparty credit risk to the extent that a counterparty fails to meet the terms of a contract.

1 unchanged sentence

The cash flows associated with these activities are reported in Net cash provided by operating activities on the Consolidated Statements of Cash Flows .

The table below outlines the effects of the Company’s derivatives on the Consolidated Statements of Operations and Consolidated Statements of Shareholders’ Deficit for the three months ended March 31, 2024 and 2023.

For the three months

ended March 31,

For the six months

ended June 30,

Cash Flow Hedge - Interest Rate Swap Agreement

(in thousands)

Change in fair value recorded in Accumulated other comprehensive loss, net

Change in fair value recorded in Accumulated other comprehensive

Derivatives Not Designated as Hedges - Interest Rate Swap Agreements

2 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements