Rule 424(b)(3) of the Securities Act of 1933
Registration Statement 333-50111
PROSPECTUS SUPPLEMENT NO. 10
(TO PROSPECTUS DATED JUNE 4, 1998)
AMERICAN TOWER CORPORATION
This Prospectus Supplement No. 10 supplements the Prospectus dated June
4, 1998 of American Tower Corporation, formerly American Tower Systems
Corporation ("ATC" or the "Company"), with respect to the filing on July 16,
1999, of a Current Report on Form 8-K, which is attached hereto.
Any statement contained in the Prospectus as heretofore supplemented shall be
deemed to be modified or superseded to the extent that a statement contained in
the Form 8-K modifies or supersedes such statement. Any such statement so
modified or superseded shall not be deemed, except as so modified or superseded,
to constitute a part of the Prospectus.
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Prospectus Supplement No. 10, dated July 16, 1999
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
July 16, 1999 (June 28, 1999)
AMERICAN TOWER CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 001-14195 65-0723837
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
116 Huntington Avenue
Boston, Massachusetts 02116
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(Address of Principal Executive Offices) (Zip Code)
(617) 375-7500
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(Registrant's telephone number, including area code)
Item 5. Other Events.
On June 28, 1999, American Tower Corporation (the "Company" or "ATC")
entered into an Agreement and Plan of Merger (the "Merger Agreement") with
UniSite, Inc. ("UniSite"), and ATI Merger Corporation, a subsidiary of ATC and a
Delaware corporation ("ATI"), pursuant to which UniSite will merge with and into
ATI, with UniSite being the surviving corporation (the "Merger"). UniSite was
founded in 1994 to address the challenges associated with antenna siting and to
focus primarily on tower site management. Most recently, UniSite has expanded
its scope to include site ownership and development. UniSite presently owns
approximately 400 towers suited for colocation and has an exclusive
build-to-suit contract with Omnipoint Corporation through the year 2012.
Pursuant to the Merger Agreement, which has been approved by the Board of
Directors of ATC and UniSite, and was approved by the stockholders of UniSite by
written consent on July 12, 1999, UniSite preferred and common stockholders will
receive an aggregate of approximately $165 million in cash, subject to working
capital and completed tower closing adjustments. Pursuant to the Merger, ATC
will also assume approximately $40 million in debt, subject to adjustment for
interim acquisitions and capital expenditures. Consummation of the Merger is
expected to occur on the earlier of (a) January 31, 2000, or (b) UniSite's
owning and operating 600 wireless communication towers, subject to certain
conditions including, the expiration or early termination of the waiting period
under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended.
For more information, see the ATC press release, dated June 28, 1999,
which is attached herewith as Exhibit 99.1.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(a) Financial Statements
In accordance with Item 7(a)(4) of Form 8-K, such financial statements
shall be filed in a Current Report on Form 8-K no later than 75 days after the
consummation of the Merger.
(b) Pro Forma Financial Information
As of the date of this filing of this Current Report on Form 8-K, it is
impracticable for the Company to provide the pro forma financial information
required by this Item 7(b). In accordance with Item 7(b) of Form 8-K, such
financial statements shall be filed in a Form 8-K no later than 75 days after
the consummation of the Merger.
(c) Exhibits
Exhibit 2.1 - Agreement and Plan of Merger, dated as of June 28,
1999, by and among American Tower Corporation, a
Delaware corporation, ATI Merger Corporation, a
Delaware corporation and UniSite, Inc., a Delaware
corporation.
Exhibit 99.1 - Press Release, dated as of June 28, 1999.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
AMERICAN TOWER CORPORATION
(Registrant)
Date: July 16, 1999 By: /s/ Justin D. Benincasa
Name: Justin D. Benincasa
Title: Vice President and Corporate Controller