8-KMaterial AgreementsFinancial EventsExhibits & Filings

AMERICAN TOWER CORP /MA/ 8-K Report, Material Agreement (Aug 19, 2013)

Filed August 19, 2013For Securities:AMT

Summary

American Tower Corporation (AMT) announced on August 19, 2013, the successful completion of a registered public offering of $1.25 billion in aggregate principal amount of senior unsecured notes. This offering comprised $750 million of 3.40% senior notes due 2019 and $500 million of 5.00% senior notes due 2024. The net proceeds of approximately $1,238.7 million are earmarked for repaying existing indebtedness, financing recent acquisitions, and general corporate purposes. This debt issuance strengthens AMT's balance sheet and provides capital for strategic growth initiatives. The notes are governed by an indenture with standard covenants regarding mergers, asset sales, liens, and events of default. The terms include provisions for redemption at the company's option with a make-whole premium, and a mandatory repurchase offer under specific Change of Control and Ratings Decline scenarios, offering a degree of investor protection.

Key Highlights

  • 1Completed a $1.25 billion registered public offering of senior unsecured notes.
  • 2Issued $750 million in 3.40% senior notes due 2019.
  • 3Issued $500 million in 5.00% senior notes due 2024.
  • 4Net proceeds of approximately $1,238.7 million to be used for debt repayment, acquisitions, and general corporate purposes.
  • 5Notes are governed by an indenture with covenants on mergers, asset sales, and liens.
  • 6Includes provisions for company redemption with a make-whole premium.
  • 7Mandatory repurchase triggered by Change of Control and Ratings Decline events.

Frequently Asked Questions

The primary purpose of this debt issuance is to raise capital. The net proceeds of approximately $1,238.7 million will be used to repay existing indebtedness, finance recently announced acquisitions, and for general corporate purposes, thereby supporting the company's operational and growth strategies.

American Tower issued two tranches of notes: $750 million of 3.40% senior unsecured notes due February 15, 2019, and $500 million of 5.00% senior unsecured notes due February 15, 2024. Interest is payable semi-annually in arrears.

The indenture includes provisions that protect investors in certain situations. The company can redeem the notes with a make-whole premium. Furthermore, if specific 'Change of Control' and 'Ratings Decline' events occur, the company may be required to repurchase all notes at 101% of the principal amount plus accrued interest.

The indenture contains covenants that limit the company's ability to merge, consolidate, sell assets, and incur liens, with certain exceptions. Events of default include failure to pay interest or principal, non-compliance with covenants after notice, and bankruptcy or insolvency events concerning the company or its significant subsidiaries. Certain defaults can lead to the immediate acceleration of the principal amount.