UNITED STATES
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): September 23, 2020
AMERICAN TOWER CORPORATION
(Exact Name of Registrant as Specified in Charter)
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | |||||||||||||||
(Address of Principal Executive Offices) (Zip Code)
(617 ) 375-7500
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
| | ||||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐
Item 8.01 Other Events.
On September 23, 2020, American Tower Corporation issued a press release (the “Press Release”) announcing that it had priced its registered public offering of senior unsecured notes due 2030 (the “2030 notes”) in an aggregate principal amount of $800.0 million and senior unsecured notes due 2050 (the “2050 notes”) in an aggregate principal amount of $300.0 million. The 2050 notes will be consolidated, form a single series and be fully fungible, with our outstanding $750,000,000 3.100% senior unsecured notes due 2050 issued on June 3, 2020. The 2030 notes will have an interest rate of 1.875% per annum and are being issued at a price equal to 99.554% of their face value. The 2050 notes will have an interest rate of 3.100% per annum and are being issued at a price equal to 101.972% of their face value.
A copy of the Press Release is filed herewith as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |||||||
| 99.1 | ||||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |||||||
SIGNATURE
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: | September 24, 2020 | By: | /s/ Rodney M. Smith | ||||||||
| Rodney M. Smith | |||||||||||
| Executive Vice President, Chief Financial Officer and Treasurer | |||||||||||
Exhibit 99.1
Contact: Igor Khislavsky
Vice President, Investor Relations
Telephone: (617) 375-7500
AMERICAN TOWER CORPORATION PRICES SENIOR NOTES OFFERING
BOSTON, MASSACHUSETTS - September 23, 2020 - American Tower Corporation (NYSE: AMT) today announced the pricing of its registered public offering of senior unsecured notes due 2030 and 2050 in aggregate principal amounts of $800.0 million and $300.0 million, respectively. The 2030 notes will have an interest rate of 1.875% per annum and are being issued at a price equal to 99.554% of their face value. The 2050 notes will be consolidated, form a single series and be fully fungible, with the Company's outstanding $750,000,000 3.100% senior unsecured notes due 2050 issued on June 3, 2020 and are being issued at a price equal to 101.972% of their face value. The net proceeds of the offering are expected to be approximately $1,092.1 million, after deducting underwriting discounts and estimated offering expenses. American Tower intends to use the net proceeds to repay existing indebtedness under its $2.35 billion senior unsecured revolving credit facility, as amended and restated in December 2019, and its $1.19 billion senior unsecured term loan entered into in April 2020.
Citigroup, J.P. Morgan, Morgan Stanley, Scotiabank and SOCIETE GENERALE are acting as Joint Book-Running Managers for the offering.
This press release shall not constitute an offer to sell or a solicitation to buy any securities, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. The offering was made only by means of a prospectus and related prospectus supplement, which may be obtained by visiting the Securities and Exchange Commission’s website at www.sec.gov. Alternatively, you may request these documents by calling Citigroup Global Markets Inc. at 1-800-831-9146, J.P. Morgan Securities LLC at 1-212-834-4533, Morgan Stanley & Co. LLC at 1-866-718-1649, Scotia Capital (USA) Inc. at 1-800-372-3930, and SG Americas Securities, LLC at 1-855-881-2108.
About American Tower
American Tower, one of the largest global REITs, is a leading independent owner, operator and developer of multitenant communications real estate with a portfolio of approximately 181,000 communications sites. For more information about American Tower, please visit www.americantower.com.
Cautionary Language Regarding Forward-Looking Statements
This press release contains “forward-looking statements” concerning the Company’s goals, beliefs, expectations, strategies, objectives, plans, future operating results and underlying assumptions and other statements that are not necessarily based on historical facts. Actual results may differ materially from those indicated in the Company’s forward-looking statements as a result of various factors, including those factors set forth in Item 1A of its Form 10-K for the year ended December 31, 2019, as updated in Part II, Item 1A of its Form 10-Q for the quarter ended March 31, 2020, under the caption “Risk Factors.” The
Company undertakes no obligation to update the information contained in this press release to reflect subsequently occurring events or circumstances.
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