|
||||||||||||||||||||||||||
| SEC Info℠ | | | Home | | | Search | | | My Interests | | | Help | | | Sign In | | | Please Sign In | |||||||
|
||||||||||||||||||||||||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/27/13 American Tower Corp/MA 10-K 12/31/12 134:20M Donnelley … Solutions/FA |
Document/Exhibit Description Pages Size
1: 10-K Annual Report HTML 1.85M
5: EX-10.31 Material Contract HTML 64K
2: EX-10.6 Material Contract HTML 61K
3: EX-10.8 Material Contract HTML 59K
4: EX-10.9 Material Contract HTML 62K
7: EX-21 Subsidiaries List HTML 86K
8: EX-23 Consent of Experts or Counsel HTML 37K
6: EX-12 Statement re: Computation of Ratios HTML 57K
9: EX-31.1 Certification -- §302 - SOA'02 HTML 43K
10: EX-31.2 Certification -- §302 - SOA'02 HTML 43K
11: EX-32 Certification -- §906 - SOA'02 HTML 39K
91: R1 Document and Entity Information HTML 67K
68: R2 Consolidated Balance Sheets HTML 185K
86: R3 Consolidated Balance Sheets (Parenthetical) HTML 65K
95: R4 Consolidated Statements of Operations HTML 186K
122: R5 Consolidated Statements of Operations HTML 54K
(Parenthetical)
73: R6 Consolidated Statements of Comprehensive Income HTML 95K
85: R7 Consolidated Statment of Comprehensive Income HTML 49K
(Parenthetical)
61: R8 Consolidated Statement of Equity HTML 149K
50: R9 Consolidated Statements of Cash Flows HTML 183K
124: R10 Business and Summary of Significant Accounting HTML 154K
Policies
97: R11 Prepaid and Other Current Assets HTML 53K
96: R12 Property and Equipment HTML 64K
104: R13 Goodwill and Other Intangible Assets HTML 100K
105: R14 Notes Receivable and Other Non-current Assets HTML 60K
101: R15 Acquisitions and Other Transactions HTML 321K
106: R16 Accrued Expenses HTML 50K
87: R17 Long-Term Obligations HTML 198K
92: R18 Other Non-Current Liabilities HTML 49K
99: R19 Asset Retirement Obligations HTML 53K
133: R20 Derivative Financial Instruments HTML 101K
115: R21 Fair Value Measurements HTML 110K
79: R22 Income Taxes HTML 161K
98: R23 Stock-Based Compensation HTML 130K
82: R24 Equity HTML 72K
39: R25 Impairments, Net Loss on Sale of Long-Lived Assets HTML 47K
116: R26 Earnings Per Common Share HTML 66K
129: R27 Commitments and Contingencies HTML 89K
55: R28 Supplemental Cash Flow Information HTML 56K
54: R29 Business Segments HTML 280K
59: R30 Related Party Transactions HTML 44K
60: R31 Selected Quarterly Financial Data HTML 85K
62: R32 Subsequent Events HTML 49K
27: R33 Real Estate and Accumulated Depreciation HTML 75K
113: R34 Business and Summary of Significant Accounting HTML 279K
Policies (Policy)
77: R35 Business and Summary of Significant Accounting HTML 49K
Policies (Tables)
80: R36 Prepaid And Other Current Assets (Tables) HTML 51K
44: R37 Property and Equipment (Tables) HTML 60K
132: R38 Goodwill and Other Intangible Assets (Tables) HTML 97K
18: R39 Notes Receivable and Other Long-Term Assets HTML 50K
(Tables)
65: R40 Acquisitions and Other Transactions (Tables) HTML 239K
120: R41 Accrued Expenses (Tables) HTML 50K
41: R42 Long-Term Obligations (Tables) HTML 83K
53: R43 Other Non-Current Liabilities (Tables) HTML 47K
58: R44 Asset Retirement Obligations (Tables) HTML 50K
70: R45 Derivative Financial Instruments (Tables) HTML 81K
26: R46 Fair Value Measurements (Tables) HTML 90K
49: R47 Income Taxes (Tables) HTML 145K
21: R48 Stock-Based Compensation (Tables) HTML 115K
118: R49 Distributions (Table) HTML 50K
40: R50 Earnings Per Common Share (Tables) HTML 59K
114: R51 Commitments and Contingencies (Tables) HTML 66K
45: R52 Supplemental Cash Flow Information (Tables) HTML 52K
66: R53 Business Segments (Tables) HTML 267K
20: R54 Selected Quarterly Financial Data (Tables) HTML 81K
23: R55 Business and Summary of Significant Accounting HTML 96K
Policies (Narrative) (Details)
57: R56 Business and Summary of Significant Accounting HTML 45K
Policies (Changes in Allowances) (Details)
31: R57 Prepaid and Other Current Assets (Details) HTML 53K
125: R58 Property and Equipment (Narrative) (Details) HTML 44K
75: R59 Property and Equipment (Property and Equipment HTML 72K
(Including Assets Held Under Capital Leases))
(Details)
102: R60 Goodwill and Other Intangible Assets (Narrative) HTML 44K
(Details)
48: R61 Goodwill and Other Intangible Assets HTML 54K
(Rollforwardl) (Details)
51: R62 Goodwill and Other Intangible Assets (Changes in HTML 64K
the Carrying Value of Goodwill) (Details)
111: R63 Goodwill and Other Intangible Assets (Expected HTML 49K
Future Amortization Expenses) (Details)
107: R64 Notes Receivable and Other Non-Current Assets HTML 74K
(Narrative) (Details)
78: R65 Notes Receivable and Other Non-Current Assets HTML 49K
(Notes Receivable and Other Non-Current Assets)
(Details)
109: R66 Acquitions and Other transactions (Narrative) HTML 167K
(Details)
46: R67 Acquisitions and Other Transactions (Schedule of HTML 202K
Aggregate Purchase Consideration Paid and the
Amount of Assets Acquired) (Details)
83: R68 Accrued Expenses (Details) HTML 54K
128: R69 Long-Term Obligations (Narrative) (Details) HTML 227K
22: R70 Long-Term Obligations (Long-Term Financing HTML 79K
Arrangements) (Details)
38: R71 Long-Term Obligations (Aggregate Carrying Value of HTML 64K
Long-Term Debt) (Details)
67: R72 Other Non-Current Liabilities (Other Non-Current HTML 52K
Liabilities) (Details)
29: R73 Asset Retirement Obligations (Narrative) (Details) HTML 39K
131: R74 Asset Retirement Obligations (Carrying Value of HTML 52K
Asset Retirement Obligations) (Details)
42: R75 Derivative Financial Instruments (Narrative) HTML 81K
(Details)
33: R76 Derivative Financial Instruments (Schedule of HTML 42K
Derivative Financial Instruments) (Details)
37: R77 Derivative Financial Instruments (Schedule of HTML 46K
Interest Rate Swap Agreements Impact on Other
Comprehensive Income) (Details)
24: R78 Derivative Financial Instruments (Schedule of HTML 47K
Other Comprehensive (Loss) Income Included In
Derivative Financial Instruments) (Details)
28: R79 Fair Value Measurements (Narrative) (Details) HTML 57K
93: R80 Fair Value Measurements (Assets and Liabilities HTML 57K
Measured at Fair Value on a Recurring Basis)
(Details)
35: R81 Fair Value Measurments (Contingent HTML 56K
Consideration)(Details)
126: R82 Income Taxes (Narrative) (Details) HTML 84K
63: R83 Income Taxes (Income Tax Provision from Continuing HTML 72K
Operations) (Details)
100: R84 Income Taxes (Components of Income from Continuing HTML 46K
Operations Before Income Taxes and Income on
Equity Method Investments) (Details)
108: R85 Income Taxes (Reconciliation Between the U.S. HTML 77K
Statutory Rate and the Effective Rate from
Continuing Operations) (Details)
34: R86 Income Taxes (Components of the Net Deferred Tax HTML 95K
Asset and Related Valuation Allowance) (Details)
36: R87 Income Taxes (Net Operating Loss Carryforwards HTML 52K
Expire) (Details)
123: R88 Income Taxes (Reconciliation of the Beginning and HTML 56K
Ending Amount of Unrecognized Tax Benefits)
(Details)
30: R89 Stock-Based Compensation (Narrative) (Details) HTML 97K
94: R90 Stock-Based Compensation (Assumptions Used to HTML 59K
Determine the Grant Date Fair Value for Options
Granted) (Details)
90: R91 Stock-Based Compensation (Summary of the Company's HTML 96K
Option Activity) (Details)
112: R92 Stock-Based Compensation (Schedule of Options HTML 74K
Outstanding) (Details)
89: R93 Stock-Based Compensation (Summary of the Company's HTML 69K
Restricted Stock Unit Activity) (Details)
74: R94 Stock-Based Compensation (Schedule of Employee HTML 59K
Stock Purchase Plan Valuation Assumptions)
(Details)
117: R95 Stockholders' Equity (Narrative) (Details) HTML 66K
71: R96 Equity (Distributions) (Detail) HTML 60K
43: R97 Impairments, Net Loss on Sale of Long-Lived Assets HTML 50K
(Narrative) (Details)
81: R98 Earnings Per Common Share (Narrative) (Details) HTML 43K
76: R99 Earnings Per Common Share (Schedule of Earnings HTML 68K
Per Basic And Diluted by Common Class) (Details)
56: R100 Commitments And Contingencies (Narrative) HTML 69K
(Details)
134: R101 Commitments and Contingencies (Future Minimum HTML 65K
Rental Payments Under Non-Cancelable Operating
Leases) (Details)
110: R102 Commitments and Contingencies (Future Minimum HTML 64K
Payments Under Capital Leases) (Details)
88: R103 Commitments and Contingencies (Future Minimum HTML 58K
Rental Receipts Under Operating Lease Agreements)
(Details)
25: R104 Supplemental Cash Flow Information (Supplemental HTML 53K
Cash Flow Information and Non-Cash Investing and
Financing Activities) (Details)
119: R105 Business Segments (Narrative) (Details) HTML 45K
127: R106 Business Segments (Summarized Financial HTML 109K
Information Concerning the Company's Reportable
Segments) (Details)
121: R107 Business Segments (Additional Information Relating HTML 44K
to the Company's Operating Segments) (Details)
84: R108 Business Segments (Summarized Geographic HTML 55K
Information Related to the Company's Operating
Revenues) (Details)
32: R109 Business Segments (Summarized Geographic HTML 48K
Information Related to the Company's Long-lived
Assets) (Details)
103: R110 Business Segments (Major Customers) (Details) HTML 42K
47: R111 Selected Quarterly Financial Data (Schedule Of HTML 78K
Quarterly Financial Information) (Details)
19: R112 Subsequent Events (Details) HTML 56K
72: R113 Real Estate And Accumulated Depreciation (Schedule HTML 63K
Of Real Estate And Accumulated Depreciation)
(Details)
64: R114 Real Estate And Accumulated Depreciation (Activity HTML 93K
Of Real Estate And Accumulated Depreciation)
(Details)
130: XML IDEA XML File -- Filing Summary XML 218K
52: EXCEL IDEA Workbook of Financial Reports (.xls) XLS 3.37M
12: EX-101.INS XBRL Instance -- amt-20121231 XML 5.39M
14: EX-101.CAL XBRL Calculations -- amt-20121231_cal XML 379K
15: EX-101.DEF XBRL Definitions -- amt-20121231_def XML 1.29M
16: EX-101.LAB XBRL Labels -- amt-20121231_lab XML 3.29M
17: EX-101.PRE XBRL Presentations -- amt-20121231_pre XML 2.15M
13: EX-101.SCH XBRL Schema -- amt-20121231 XSD 378K
69: ZIP XBRL Zipped Folder -- 0001193125-13-077821-xbrl Zip 401K
| EX-10.9 |
Exhibit 10.9
| American Tower Corporation Notice of Grant of Restricted Stock Units and RSU Agreement (Non-U.S. Employee / Time) |
American Tower Corporation ID: 65-0723837 116 Huntington Ave
| |
| Administrator 116 Huntington Avenue 11th Floor Boston MA United States 02116 |
Participant Name: RSU Number: Plan: ID: | |
American Tower Corporation, a Delaware corporation (the “Company”), hereby grants to the Participant named above (“you”) restricted stock units (the “RSUs”) representing the right to receive the number of shares of Class A Common Stock, par value $0.01 per share (the “Stock”) of the Company set forth below (or, if so determined by the Committee, the value of such shares, payable in cash or such other property as the Committee determines) on the terms of this Notice of Grant of Restricted Stock Units and RSU Agreement (this “Agreement”), subject to your acceptance of this Agreement and the provisions of the American Tower Corporation 2007 Equity Incentive Plan, as amended from time to time (the “Plan”).
| Date of Grant: | , 20 | |||
| Number of Shares: | ||||
The RSUs will vest and the underlying shares will become issuable on the following schedule (each date, a “scheduled vesting date”):
| on or after , 20 , as to shares, | ||
| on or after , 20 , as to additional shares, | ||
| on or after , 20 , as to additional shares, and | ||
| on or after , 20 , as to additional shares. | ||
|
|
|
|||||
| American Tower Corporation | Date |
By your signature below, you agree with the Company to the terms of this Agreement.
|
|
|
|||||
| Participant | Date |
********************
Alternative (for electronic award administration):
Participant’s Online Acceptance is required through E*TRADE
I understand that I must accept this grant online through my E*TRADE account. By doing so I acknowledge that I agree with the Company to the terms of this Agreement, and I intend that by clicking the “Accept” button for this grant package to have the same force in all respects as my handwritten signature.
Date:
Terms of Restricted Stock Units
1. Plan Incorporated by Reference. The provisions of the Plan are incorporated into and made a part of this Agreement by this reference. Capitalized terms used and not otherwise defined in this Agreement have the meanings given to them in the Plan. The Committee administers the Plan, and its determinations regarding the interpretation and operation of the Plan and this Agreement are final and binding. The Board may in its sole discretion at any time terminate or from time to time modify and amend the Plan as provided therein. You may obtain a copy of the Plan without charge upon request to the Company’s Human Resources Department.
2. Vesting of RSUs. The RSUs will vest, while you are employed by the Company or one of its Affiliates, for the respective numbers of shares and on the scheduled vesting dates stated in the vesting schedule on the first page of this Agreement, subject to the other terms hereof. RSUs are an unfunded, unsecured obligation of the Company. You shall not earn any rights under the RSUs except in conformity with such schedule and until all other conditions that are required to be met in order to issue the underlying shares have been satisfied. Subject to Section 6, within sixty (60) days after the scheduled vesting date for any RSUs, the Company will deliver to you or your legal representative the number of shares of Stock underlying the number of vested RSUs associated with such scheduled vesting date on the vesting schedule (or such cash or other property as the Committee determines).
3. Dividend Equivalents. While the RSUs, with a grant date of January 1, 2012 or later, are outstanding and unvested, the Company will accrue dividend equivalents on your behalf. The dividend equivalent with respect to each RSU will be equal to the sum of the cash dividend declared and paid by the Company with respect to each share of Stock while the RSU is outstanding (but not dividends declared and paid before January 1, 2012). No interest will accrue on the dividend equivalents. The dividend equivalents with respect to each RSU shall be earned and distributed in cash at the same time as the RSU is earned and distributed.
4. Termination of Employment. Upon termination of your employment with the Company and its Affiliates for any reason other than Qualified Retirement, death or Disability, any of the RSUs that are unvested as of the termination date, together with any accrued dividend equivalents will be canceled for no value. Upon termination of your employment with the Company and its Affiliates by reason of Qualified Retirement, death or Disability, any of the RSUs that are unvested as of the termination date shall immediately vest on such termination date. Subject to Section 6, within sixty (60) days after the vesting date for any RSUs pursuant to this Section 4, the Company will deliver to you or your legal representative the number of shares of Stock underlying the number of vested RSUs associated with such vesting date (or such cash or other property as the Committee determines); provided, however, if you are a “specified employee” as defined in Treasury Regulation Section 1.409A-1(i) or any successor provision, on the date of your Qualified Retirement, then, irrespective of any other provision contained in this Agreement, any shares vesting pursuant to a Qualified Retirement shall be delivered on the first day of the seventh month following such termination (or, if earlier, the date of your death).
For purposes of this Agreement, (i) “Qualified Retirement” shall mean that (a) you shall have a combined age and years of service with the Company and its Affiliates of at least 65 years, provided further that you must (I) be at least 55 years old and (II) have a minimum of five years of service with the Company and its Affiliates and (b) you must execute a release containing non-compete, non-solicitation and non-disparagement provisions in a form and with the content satisfactory to the Company; and (ii) “Disability” shall have the meaning set forth in Section 409A of the Internal Revenue Code of 1986, as amended, and the regulations promulgated thereunder.
Authorized leave of absence or absence on military or government service shall not constitute termination of your employment for this purpose so long as either (a) such absence is for a period of no more than 90 calendar days or (b) your right to re-employment after such absence is guaranteed either by statute or by contract.
5. Withholding Taxes. Upon the vesting of the RSUs, the Company shall withhold from issuance in settlement of such RSUs the number of shares of Stock necessary to satisfy the minimum tax withholding obligations arising from such vesting with such shares of Stock valued at their Fair Market Value on such date; provided, that the Company may permit, at the discretion of the President and Chief Executive Officer, the Treasurer and Chief Financial Officer, or the Executive Vice President, Chief Administrative Officer and General Counsel, you to pay the associated tax withholding obligations to the Company in cash (in lieu of the Company withholding shares of Stock), if you submit a written request therefor in advance of the vesting date for such RSUs and remits to the Company such payment no later than the date of delivery of the remaining shares to the holder in settlement of
2
the RSUs. The cash payment of the accrued dividend equivalents is treated as taxable income and added to the value of the vested RSU shares. Notwithstanding the foregoing, tax withholding with respect to the issued shares of Stock and cash payment of dividend equivalents shall be first applied against the cash payment of dividend equivalents and, accordingly, may reduce the total number of shares required to be withheld in order to satisfy the minimum withholding tax obligation.
6. Termination; Forfeiture. Notwithstanding any other provision of this Agreement, you shall be obligated to (a) transfer to the Company any shares, cash or other property previously issued upon vesting of RSUs and dividend equivalents and (b) pay to the Company all gains realized by any person from the disposition of any such shares or other property if: (I) your employment with the Company or any Affiliate is terminated for cause or (II) following termination of employment for any reason, either (A) the Company determines that you engaged in conduct while an employee that would have justified termination for cause or (B) you violate any applicable confidentiality or non-competition agreement with the Company or any Affiliate. Termination for cause means criminal conduct involving a felony in the U.S. or the equivalent of a felony under the laws of other countries, material violations of civil law related to your job responsibilities, fraud, dishonesty, self-dealing, breach of your obligations regarding the Company’s intellectual property, or willful misconduct that the Committee determines to be injurious to the Company.
7. Compliance with Law; Lock-Up Agreement. The Company shall not be obligated to issue any shares of Stock or other securities upon vesting of the RSUs unless the Company is satisfied that all requirements of law or any applicable stock exchange in connection therewith (including without limitation the effective registration or exemption of the issuance of such shares or other securities under the Securities Act of 1933, as amended, and applicable state securities laws) have been or will be complied with, and the Committee may impose any restrictions on your rights as it shall deem necessary or advisable to comply with any such requirements; provided that the Company will issue such shares or other securities on the earliest date at which it reasonably anticipates that such issuance will not cause such violation . You further agree hereby that, as a condition to the issuance of shares upon vesting of the RSUs, you will enter into and perform any underwriter’s lock-up agreement requested by the Company from time to time in connection with public offerings of the Company’s securities.
8. Rights as Stockholder. You shall have no rights as a stockholder with respect to any shares of Stock or other securities covered by the RSUs until the issuance of such actual shares of Stock or other securities.
9. Effect on Your Employment. Neither the adoption, maintenance or operation of the Plan nor the award of the RSUs and the dividend equivalents with respect to the RSUs confers upon you any right to continue your employment with the Company or any Affiliate, nor shall they interfere with the rights of the Company or any Affiliate to terminate or otherwise change the terms of such employment or service at any time, including, without limitation, the right to promote, demote or reassign you from one position to another in the Company or any Affiliate. Unless the Committee otherwise provides in any case, your employment with an Affiliate shall be deemed to terminate for purposes of the Plan when such Affiliate ceases to be an Affiliate of the Company.
10. Nontransferability. You may not assign or transfer the RSUs or any rights with respect thereto, including without limitation, the dividend equivalents with respect to the RSUs, except by will or by the laws of descent and distribution or to the extent expressly permitted in writing by the Committee.
11. Corporate Events. The terms of the RSUs and the dividend equivalents with respect to the RSUs may be changed without your consent as provided in the Plan upon a change in control of, or certain other corporate events affecting, the Company. Without limiting the foregoing, the number and kind of shares or other securities or property issuable upon vesting of the RSUs may be changed, the vesting schedule may be accelerated, the RSUs may be assumed by another issuer, or the RSUs may be terminated, as the Committee may consider equitable to the participants in the Plan and in the best interests of the Company.
12. Data Privacy. You hereby explicitly consent to the collection, use and transfer, in electronic or other form, of your personal data as described in this Notice and Agreement by and among, as applicable, the Company and its Affiliates for the exclusive purpose of implementing, administering and managing your participation in the Plan. You understand that the Company and its Affiliates hold certain personal information about you, including, but not limited to, your name, home address and telephone number, date of birth, social insurance number or other
3
identification number, salary, nationality, job title, any shares of stock or directorships held in the Company or its Affiliates, details of all RSUs or any other entitlement to shares of stock awarded, canceled, vested, unvested or outstanding in your favor, for the purpose of implementing, administering and managing the Plan (“Data”). You understand that Data may be transferred to any third parties assisting in the implementation, administration and management of the Plan, that these recipients may be located in your country of residence or elsewhere, and that the recipient’s country may have different data privacy laws and protections than your country. You understand that you may request a list with the names and addresses of any potential recipients of the Data by contacting your local Human Resources representative. You authorize the recipients to receive, possess, use, retain and transfer the Data, in electronic or other form, for the purposes of implementing, administering and managing your participation in the Plan, including any requisite transfer of such Data as may be required to a broker or other third party. You understand that Data will be held only as long as is necessary to implement, administer and manage your participation in the Plan. You understand that you may, at any time, view Data, request additional information about the storage and processing of Data, require any necessary amendments to Data or refuse or withdraw the consents herein, in any case without cost, by contacting in writing your local Human Resources representative. You understand, however, that refusing or withdrawing your consent may affect your ability to participate in the Plan. For more information on the consequences of refusal to consent or withdrawal of consent, you understand that you may contact your local Human Resources representative.
13. Governing Law. This Agreement shall be governed by and construed and enforced in accordance with the applicable laws of the United States of America and the law (other than the law governing conflict of law questions) of the Commonwealth of Massachusetts except to the extent the laws of any other jurisdiction are mandatorily applicable.
14. Amendment and Termination of the RSUs. The RSUs and the dividend equivalents with respect to the RSUs may be amended or terminated by the Company with or without your consent, as permitted by the Plan.
4
| This ‘10-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed as of: | 2/27/13 | |||
| Filed on: | 2/26/13 | 8-K | ||
| For Period end: | 12/31/12 | 5, ARS | ||
| 1/1/12 | ||||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/25/22 American Tower Corp./MA 10-K 12/31/21 164:29M 2/25/21 American Tower Corp./MA 10-K 12/31/20 166:30M 5/13/13 SEC UPLOAD¶ 9/14/17 1:36K American Tower Corp./MA 4/24/13 SEC UPLOAD¶ 9/14/17 1:140K American Tower Corp./MA 3/18/13 SEC UPLOAD¶ 9/14/17 1:161K American Tower Corp./MA |