SEC Info - American Tower Corp./MA - ‘8-K’ for 8/8/22

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American Tower Corp./MA – ‘8-K’ for 8/8/22

On: Monday, 8/8/22, at 4:17pm ET · For: 8/8/22 · Accession #: 1053507-22-102 · File #: 1-14195

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

 8/08/22  American Tower Corp./MA           8-K:8       8/08/22   11:301K

Current Report — Form 8-K

Filing Table of Contents

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‘8-K’ — Current Report

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amt-20220808

i AMERICAN TOWER CORP /MA/ i 0001053507 i false00010535072022-08-082022-08-080001053507us-gaap:CommonStockMemberexch:XNYS2022-08-082022-08-080001053507amt:A1375SeniorNotesDue2025Memberexch:XNYS2022-08-082022-08-080001053507amt:A1950SeniorNotesDue2026Memberexch:XNYS2022-08-082022-08-080001053507amt:A0450SeniorNotesDue2027Memberexch:XNYS2022-08-082022-08-080001053507amt:A0400SeniorNotesDue2027Memberexch:XNYS2022-08-082022-08-080001053507amt:A0500SeniorNotesDue2028Memberexch:XNYS2022-08-082022-08-080001053507amt:A0875SeniorNotesDue2029Memberexch:XNYS2022-08-082022-08-080001053507amt:A0950SeniorNotesDue2030Memberexch:XNYS2022-08-082022-08-080001053507amt:A1000SeniorNotesDue2032Memberexch:XNYS2022-08-082022-08-080001053507exch:XNYSamt:A1250SeniorNotesDue2033Member2022-08-082022-08-08

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 August 8, 2022

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)

(I.R.S. 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 0.450% Senior Notes due 2027	i AMT 27C	i New York Stock Exchange
i 0.400% Senior Notes due 2027	i AMT 27D	i New York Stock Exchange
i 0.500% Senior Notes due 2028	i AMT 28A	i New York Stock Exchange
i 0.875% Senior Notes due 2029	i AMT 29B	i New York Stock Exchange
i 0.950% Senior Notes due 2030	i AMT 30C	i New York Stock Exchange
i 1.000% Senior Notes due 2032	i AMT 32	i New York Stock Exchange
i 1.250% Senior Notes due 2033	i AMT 33	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 (§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 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 8.01 Other Events.

American Tower Corporation (the “Company”) is hereby providing certain information about the closing of its previously announced transaction with certain investment vehicles affiliated with Stonepeak Partners LP (“Stonepeak”). On August 8, 2022, Stonepeak, through certain affiliated investment vehicles, acquired approximately 23% of the outstanding common equity and 100% of the outstanding mandatorily convertible preferred equity in the Company’s U.S. data center business for total aggregate consideration of $2.5 billion. The Company currently holds a common equity interest of approximately 77% in its U.S. data center business. As previously disclosed, on a fully converted basis, which is expected to occur four years from the date of closing, and on the basis of the currently outstanding equity, the Company will hold a controlling ownership interest in its U.S. data center business of approximately 71%, with the Stonepeak investment vehicles holding approximately 29%.

Forward-Looking Statements

This Current Report on Form 8-K contains forward-looking statements, including statements regarding the timing of the conversion of the outstanding mandatorily convertible preferred equity interest and the expected ownership interests to be held in the Company’s U.S. data center business. Forward-looking statements can generally be identified by the use of words such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “forecast,” “intend,” “may,” “plan,” “project,” “potential,” “seek,” “should,” “think,” “will,” “would” and similar expressions, or they may use future dates. These forward-looking statements are subject to assumptions, risks and uncertainties that may change at any time, and readers are therefore cautioned that actual results could differ materially from those expressed in any forward-looking statements. For important factors that may cause actual results to differ materially from those indicated in our forward-looking statements, the Company refers the reader to the information contained in Item 1A of the Company’s Annual Report on Form 10-K for the year ended December 31, 2021 under the caption “Risk Factors” and in other filings the Company makes with the Securities and Exchange Commission. The Company undertakes no obligation to update any forward-looking statement to conform the statement to actual results or changes in the Company’s expectations.

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:	August 8, 2022	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

Filed on / For Period end:	8/8/22
	12/31/21	10-K, 5
		List all Filings

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Filing Submission 0001053507-22-000102 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)