SEC Info  
    Home      Search      My Interests      Help      Sign In      Please Sign In

American Tower Corp/MA – ‘8-K’ for 3/29/21

On:  Monday, 3/29/21, at 4:15pm ET   ·   For:  3/29/21   ·   Accession #:  1193125-21-98287   ·   File #:  1-14195

Previous ‘8-K’:  ‘8-K’ on / for 3/24/21   ·   Next:  ‘8-K’ on / for 4/29/21   ·   Latest:  ‘8-K’ on 5/10/21 for 5/5/21   ·   3 References:   

Magnifying glass tilted right emoji
 
  in    Show  and   Hints

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 3/29/21  American Tower Corp/MA            8-K:1,2,9   3/29/21   13:545K                                   Donnelley … Solutions/FA

Current Report   —   Form 8-K   —   Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Current Report                                      HTML     36K 
 2: EX-4.1      Instrument Defining the Rights of Security Holders  HTML    148K 
 3: EX-5.1      Opinion of Counsel re: Legality                     HTML     14K 
 9: R1          Document and Entity Information                     HTML     59K 
11: XML         IDEA XML File -- Filing Summary                      XML     13K 
 8: XML         XBRL Instance -- d307128d8k_htm                      XML     26K 
10: EXCEL       IDEA Workbook of Financial Reports                  XLSX      6K 
 5: EX-101.DEF  XBRL Definitions -- amt-20210329_def                 XML     44K 
 6: EX-101.LAB  XBRL Labels -- amt-20210329_lab                      XML     73K 
 7: EX-101.PRE  XBRL Presentations -- amt-20210329_pre               XML     46K 
 4: EX-101.SCH  XBRL Schema -- amt-20210329                          XSD     18K 
12: JSON        XBRL Instance as JSON Data -- MetaLinks               15±    23K 
13: ZIP         XBRL Zipped Folder -- 0001193125-21-098287-xbrl      Zip     52K 


‘8-K’   —   Current Report


This is an HTML Document rendered as filed.  [ Alternative Formats ]



 iX: 
  8-K  
 i AMERICAN TOWER CORP /MA/  i false  i 0001053507 0001053507 2021-03-29 2021-03-29 0001053507 us-gaap:CommonStockMember 2021-03-29 2021-03-29 0001053507 amt:OnePointThreeSeventyFivePercentSeniorNotesdue2025Member 2021-03-29 2021-03-29 0001053507 amt:OnePointNineFiveZeroPercentSeniorNotesDue2026Member 2021-03-29 2021-03-29 0001053507 amt:ZeroPointFiveZeroPercentSeniorNotesDue2028Member 2021-03-29 2021-03-29 0001053507 amt:OnePointZeroPercentSeniorNotesDue2032Member 2021-03-29 2021-03-29

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM  i 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):  i March 29, 2021

 

 

AMERICAN TOWER CORPORATION

(Exact Name of Registrant as Specified in Charter)

 

 

 

 i Delaware    i 001-14195    i 65-0723837

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 i 116 Huntington Avenue

 i Boston,  i Massachusetts  i 02116

(Address of Principal Executive Offices) (Zip Code)

 i (617)  i 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):

 

   i 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

   i 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

   i 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

   i 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange

on which registered

 i Common Stock, $0.01 par value    i AMT    i New York Stock Exchange
 i 1.375% Senior Notes due 2025    i AMT 25A    i New York Stock Exchange
 i 1.950% Senior Notes due 2026    i AMT 26B    i New York Stock Exchange
 i 0.500% Senior Notes due 2028    i AMT 28A    i New York Stock Exchange
 i 1.000% Senior Notes due 2032    i AMT 32    i New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company   i 

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 1.01

Entry into a Material Definitive Agreement.

On March 29, 2021, American Tower Corporation (the “Company”) completed a registered public offering of $700.0 million aggregate principal amount of its 1.600% senior unsecured notes due 2026 (the “2026 notes”) and $700.0 million aggregate principal amount of its 2.700% senior unsecured notes due 2031 (the “2031 notes” and, together with the 2026 notes, the “Notes”), which resulted in aggregate net proceeds to the Company of approximately $1,386.3 million, after deducting commissions and estimated expenses. The Company intends to use all of the net proceeds to repay existing indebtedness under its $4.1 billion senior unsecured multicurrency revolving credit facility, as amended and restated in February 2021.

The Company issued the Notes under an indenture dated as of June 4, 2019 (the “Base Indenture), as supplemented by a supplemental indenture dated as of March 29, 2021 (the “Supplemental Indenture No. 8” and, together with the Base Indenture, the Indenture), each between the Company and U.S. Bank National Association, as trustee (the “Trustee”). The following description of the Indenture is a summary and is qualified in its entirety by reference to the detailed provisions of the Indenture.

The 2026 notes will mature on April 15, 2026 and bear interest at a rate of 1.600% per annum. The 2031 notes will mature on April 15, 2031 and bear interest at a rate of 2.700% per annum. Accrued and unpaid interest on the Notes will be payable in U.S. Dollars semi-annually in arrears on April 15 and October 15 of each year, beginning on October 15, 2021. Interest on the Notes will accrue from March 29, 2021 and will be computed on the basis of a 360-day year comprised of twelve 30-day months. The terms of the Indenture, among other things, limit the Company’s ability to merge, consolidate or sell assets and the Company’s and its subsidiaries’ abilities to incur liens. These covenants are subject to a number of exceptions, including that the Company and its subsidiaries may incur liens on assets, mortgages or other liens securing indebtedness, provided the aggregate amount of indebtedness secured by such liens shall not exceed 3.5x Adjusted EBITDA as defined in the Indenture.

The Company may redeem the Notes at any time, in whole or in part, at its election at the applicable redemption price. If the Company redeems the 2026 notes prior to March 15, 2026 or the 2031 notes prior to January 15, 2031, the Company will pay a redemption price equal to 100% of the principal amount of the notes being redeemed plus a make-whole premium, together with accrued interest to the redemption date. If the Company redeems the 2026 notes on or after March 15, 2026 or the 2031 notes on or after January 15, 2031, the Company will pay a redemption price equal to 100% of the principal amount of the notes being redeemed plus accrued interest to the redemption date. In addition, if the Company undergoes a Change of Control and Ratings Decline, each as defined in the Indenture, the Company may be required to repurchase all of the Notes at a purchase price equal to 101% of the principal amount of the Notes, plus accrued and unpaid interest (including additional interest, if any), up to but not including the repurchase date.

The Indenture provides that each of the following is an event of default (“Event of Default”): (i) default for 30 days in payment of any interest due with respect to the Notes; (ii) default in payment of principal or premium, if any, on the Notes when due, at maturity, upon any redemption, by declaration or otherwise; (iii) failure by the Company to comply with covenants in the Indenture or Notes for 90 days after receiving notice; and (iv) certain events of bankruptcy or insolvency with respect to the Company or any of its Significant Subsidiaries. If any Event of Default arising under clause (iv) above occurs, the principal amount and accrued and unpaid interest on all the outstanding Notes will become due and payable immediately without further action or notice. If any other Event of Default occurs and is continuing, the Trustee or the holders of at least 25% in principal amount of the then outstanding Notes may declare the entire principal amount on all the outstanding Notes to be due and payable immediately.

The foregoing is only a summary of certain provisions and is qualified in its entirety by the terms of the Base Indenture, as filed with the Securities and Exchange Commission on June 4, 2019 as an exhibit to the Company’s Registration Statement on Form S-3 (No. 333-231931), and the Supplemental Indenture No. 8, a copy of which is filed herewith as Exhibit 4.1, and incorporated by reference herein.


Item 2.03

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

Please refer to the discussion under Item 1.01 above, which is incorporated under this Item 2.03 by reference.

 

Item 9.01

Financial Statements and Exhibits.

A copy of the opinion of Cleary Gottlieb Steen & Hamilton LLP relating to the legality of the issuance by the Company of the Notes is attached as Exhibit 5.1 hereto.

(d)    Exhibits

 

Exhibit
No.

  

Description

  4.1    Supplemental Indenture No. 8, dated as of March 29, 2021, by and between American Tower Corporation and U.S. Bank National Association, as trustee.
  5.1    Opinion of Cleary Gottlieb Steen & Hamilton LLP.
23.1    Consent of Cleary Gottlieb Steen & Hamilton LLP (included in Exhibit 5.1 hereto).
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: March 29, 2021   By:  

/s/ Rodney M. Smith

    Rodney M. Smith
   

Executive Vice President, Chief Financial

Officer and Treasurer


Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘8-K’ Filing    Date    Other Filings
4/15/31
1/15/31
4/15/26
3/15/26
10/15/21
Filed on / For Period end:3/29/21
6/4/19S-3ASR
 List all Filings 


3 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 5/06/21  American Tower Corp./MA           424B2                  1:875K                                   Donnelley … Solutions/FA
 5/05/21  American Tower Corp/MA            424B5                  1:859K                                   Donnelley … Solutions/FA
 4/29/21  American Tower Corp/MA            10-Q        3/31/21  101:10M
Top
Filing Submission 0001193125-21-098287   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

Copyright © 2021 Fran Finnegan & Company LLC – All Rights Reserved.
AboutPrivacyRedactionsHelp — Wed., May 12, 11:46:32.0pm ET