SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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)
October 30, 2000 (October 30, 2000)
American Tower Corporation
(Exact Name of Registrant as Specified in 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
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (617) 375-7500
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(c) Exhibits.
Exhibit No. Item
99.1 Summary of contents of presentation materials.
Item 9. Regulation FD Disclosure
American Tower Corporation (the "Company") is furnishing under Item 9 of this
Current Report on Form 8-K the information included as Exhibit 99.1 to this
report. Exhibit 99.1 includes information that the Company will include in
presentations to current and prospective stockholders and other persons and
institutions who may be interested in the Company and its business, finances or
securities in various forums, including presentations at industry conferences
and one-on-one or group meetings with investors or other interested parties.
Exhibit 99.1 contains "forward-looking statements" that involve a number of
risks and uncertainties. Forward-looking statements include those regarding the
Company's goals, beliefs, strategies, objectives, scenarios, plans or current
expectations and matters that are not historical facts. For example, when the
Company uses the words believe, expect, estimate, anticipate, could or similar
expressions, it is making forward-looking statements. You should be aware that
certain factors may affect the Company in the future and could cause actual
results to differ materially from those expressed in the Company's
forward-looking statements. Among these factors are (i) the Company's
substantial capital requirements and leverage, principally as a consequence of
its ongoing acquisitions and construction, (ii) the Company's dependence on the
following: wireless communications demand, use of satellites for internet data
transmission and implementation of digital television, (iii) the success of the
Company's tower construction program, (iv) the Company's ability to locate
attractive acquisition targets, acquire them on terms it feels are reasonable
and to successfully integrate acquisitions and (v) the governmental,
expropriation, currency and fund repatriation risks of the Company's growing
foreign operations. Additional factors include the risk factors set forth in the
prospectus relating to the Company's June 2000 public equity offering. Exhibit
99.1 is dated as of the date hereof and reflects management's views as of those
dates. The Company undertakes no obligation to update the information contained
in Exhibit 99.1, including forward-looking statements, to reflect subsequently
occurring events or circumstances.
Note: the information in this report (including Exhibit 99.1 is furnished
pursuant to Item 9 and shall not be deemed to be "filed" for the purposes of
Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise
subject to the liabilities of that section. This report will not be deemed an
admission as to the materiality of any information in the report that is
required to be disclosed solely by Regulation FD.
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: October 30, 2000 By: /s/ Justin D. Benincasa
Name: Justin D. Benincasa
Title: Senior Vice President and
Corporate Controller
Exhibit 99.1
The information contained in this Exhibit 99.1, including excerpts from the 2005
vision statement below, is information that the Company plans to share with
interested parties in various forums, including presentations at investor and
industry conferences and one-on-one or group meetings with investors or other
interested parties.
- - Estimated sites owned, leased, or managed as of 12/31/00 is approximately
11,000.
- - Estimated new construction for the fourth quarter 2000 is approximately 450
towers.
- - Estimated new construction for the year 2001 is approximately 2,000 towers.
The following are excerpts from the Company's vision statement for the year 2005
and other company presentations. The Company views the information contained in
this vision statement as long term goals. The Company believes that this vision
represents a possible scenario of what it may look like in the year 2005. The
statements are in the present tense, as if the Company were speaking in the year
2005. There can be no assurances that these goals will be attained.
o We are the number one owner and operator of wireless towers and broadcast
towers in the contiguous countries of North America with over 25,000 active
towers or sites.
o The vast majority of our structures are co-location ready and do not convey
revenue shares to anybody.
o Approximately 80% of our sites in the U.S. are located within the Top 100
BTAs (Basic Trading Areas) as ranked by population.
o Over 50% of the land underneath our towers is owned by us.
o On average we exceed three broadband equivalent tenants per tower.
o We have the highest organic growth rate among the top 3 tower companies.
o Our teleports operation, renamed as Verestar, has emerged as an
international leader in internet, voice and data communications via space.
o We have a market capitalization above $25 billion and a public float above
200 million shares.
The following statements give the assumptions underlying some of the Company's
vision 2005 statements. By their nature, the assumptions are estimates and
subject to change. If the underlying assumptions change, the goals will also
change. There can be no assurances that the assumptions, and the goals based on
such assumptions, will materialize.
The following is one possible scenario that could lead the Company to meet its
goal of owning and operating at least 25,000 sites by 2005:
Sites as of 9/30/00 10,000
New Construction 9,000
Acquisitions 6,000
Total 25,000
The Company believes it could achieve a weighted average cost per tower of
$250,000 for a 25,000 site portfolio by creating a portfolio of the following
components:
Sites Average Cost Total Cost
New Construction 15,000 $180,000 $2,700,000,000
Carrier Acquisitions 4,000 $280,000 $1,120,000,000
Other Acquisitions 6,000 $400,000 $2,400,000,000
Weighted Average Cost $250,000
Total Investment $6,220,000,000
The Company believes that its Tower Return on Assets (ROA), defined as revenue
less operating cost divided by tower cost, for a typical single tower in five
years could exceed 20% under the following assumptions:
The Company achieves its weighted average cost per tower goal of
$250,000.
The industry standard assumption for a typical broadband rental
revenue rate in the year 2000 is $18,000 per year.
Typical rental rates escalate between 3% and 5% per year for the next
five years.
The Company achieves its average broadband equivalent tenant per tower
goal of three.
The industry standard assumption for typical site operating costs in
the year 2000 is $10,000 per year.
Typical operating costs escalate between 5% and 6% per year for the
next five years.
The Company believes that newly constructed towers built should produce an ROA
in excess of 20% based on the following assumptions:
The Company constructs towers at a typical construction cost of
$180,000 per tower.
The industry standard assumption for a typical broadband rental
revenue rate in the year 2000 is $18,000 per year.
Typical rental rates escalate between 3% and 5% per year for the next
five years.
The Company achieves its average broadband equivalent tenant per tower
goal of three.
The industry standard assumption for typical site operating costs in
the year 2000 is $10,000 per year.
Typical operating costs escalate between 5% and 6% per year for the
next five years.
Should the Company exceed its average broadband tenant per tower goal
and achieve an average of 3.75 broadband tenants per tower, the ROA could
exceed 30%.
The Company believes that over time its operating margins for a single tower
will improve due to its ability to leverage operating costs and regional costs
over a larger revenue base. Under the following assumptions, the Company
believes that its operating margin could exceed 65% by year 5:
The Company achieves its tower acquisition and construction goals to
own, lease, or manage 25,000 sites by 2005.
The industry standard assumption for a typical broadband rental
revenue rate in the year 2000 is $18,000 per year.
Typical rental rates escalate between 3% and 5% per year for the next
five years.
The Company's tower portfolio has an average of at least 2.5 broadband
equivalent tenants per tower.
The industry standard assumption for typical site operating costs in
the year 2000 is $10,000 per year.
Typical operating costs escalate between 5% and 6% per year for the
next five years.
The Company believes that it could generate operating cash flow (defined as
operating revenue less operating expenses, excluding depreciation and
amortization and development expenses, and includes interest income, TV Azteca,
net) of $1,600,000,000 in the year 2005 under the following assumptions:
The Company achieves its tower acquisition and construction goals to
own and operate 25,000 sites by 2005.
The Company's tower portfolio has an average of at least 2.25
broadband equivalent tenants per tower.
The Company's Services group generates at least $160,000,000 in
operating cash flow.
The Company's Internet, voice, data and video transmission group
generates at least $160,000,000 in operating cash flow.
The Company achieves its goal of owning and operating towers in
selected foreign countries and these operations generate at least
$80,000,000 in operating cash flow.