American Tower (AMT) 10-K risk factor changes: FY2019 vs FY2018

[removed: A] [added: A] significant decrease in leasing demand for our communications infrastructure would materially and adversely affect our business and operating results, and we cannot control that [removed: demand.][added: demand.]

A significant reduction in leasing demand for our communications infrastructure [removed: could] [added: would] materially and adversely affect our business, results of operations or financial condition.

| • | increased [removed: mergers or] [added: mergers,] consolidations [added: or exits] that reduce the number of wireless service providers or [added: increased] use of network sharing among governments or wireless service providers; |

| • | a decrease in consumer demand for wireless services, including due to general economic [removed: conditions or] [added: conditions,] disruption in the financial and credit [removed: markets;] [added: markets or global social or political crises;] |

[removed: Increasing] [added: Increasing] competition within our industry may materially and adversely affect our [removed: revenue.][added: revenue.]

[removed: Pricing competition] [added: Competition due to pricing or alternative contractual arrangements] from peers could materially and adversely affect our lease rates.

We may not be able to renew existing tenant leases or enter into new tenant leases, or if we are able to renew or enter into new leases, they may be at rates lower than our current rates or on less favorable terms than our current terms, resulting in [removed: a material] [added: an] adverse impact on our results of operations and growth rate.

In addition, should inflation rates exceed our fixed escalator percentages in markets where our leases include fixed escalators, our [removed: income] [added: returns] could be adversely affected.

[removed: If] [added: If] our tenants consolidate their operations, exit the telecommunications business or share site infrastructure to a significant degree, our growth, revenue and ability to generate positive cash flows could be materially and adversely [removed: affected.][added: affected.]

Certain combined companies have rationalized duplicative parts of their networks or modernized their networks, and these and other tenants could determine not to renew, or attempt to cancel, avoid or limit leases [removed: with us] or related [removed: payments.][added: payments with us.]

In the event a tenant terminates its business or separately sells its spectrum, [added: we may experience increased churn as a result.]

[removed: For example, see our discussion of carrier consolidation-driven churn in our Asia segment in Item 7 of this Annual Report, under the caption “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Executive Overview.” In addition, extensive sharing of site] infrastructure, roaming or resale arrangements among wireless service providers as an alternative to leasing our communications sites, without compensation to us, may cause new lease activity to slow if carriers utilize shared equipment rather than deploy new equipment, or may result in the decommissioning of equipment on certain existing sites because portions of the tenants’ networks may become redundant.

[removed: Our business] [added: Our business, and that of our tenants,] is subject to [removed: government and tax] [added: laws,] regulations and [added: administrative and judicial decisions, and] changes [removed: in current or future laws or regulations] [added: thereto, that] could restrict our ability to operate our business as we currently do or impact our competitive [removed: landscape.][added: landscape.]

Our [removed: business] [added: business,] and [removed: those] [added: that] of our [removed: tenants are] [added: tenants, is] subject to federal, state, local and foreign [removed: regulations.][added: laws, treaties and regulations and administrative and judicial decisions.]

Existing or new regulatory policies, [removed: zoning] regulations or [removed: construction] laws may materially and adversely affect the timing, cost or completion of [removed: construction projects associated with] our communications sites or result in changes in the competitive landscape that may negatively affect our business.

Noncompliance could result in the imposition of fines or an award of damages to [removed: private] litigants or result in decreased [removed: revenue due to removal of towers to ensure compliance.][added: revenue.]

In addition, in certain jurisdictions, we [added: and certain of our tenants] are required to pay annual license fees, which may be subject to substantial increases by the government, or new fees may be enacted and applied retroactively.

Furthermore, the tax laws, [removed: regulations] [added: regulations, applicable license terms] and [added: conditions, and] interpretations governing our [removed: business] [added: business, and that of our tenants,] in jurisdictions where we operate may change at any time, potentially with retroactive effect.

This includes changes in tax laws, [added: spectrum use terms,] administrative [added: compliance] guidance or judicial interpretations thereof.

[removed: In addition, some of these changes] [added: Changes in laws, regulations and judicial decisions] could have a more significant impact on us as a REIT relative to other REITs due to the nature of our business and our use of TRSs.

[removed: Our] [added: Our] foreign operations are subject to economic, political and other risks that could materially and adversely affect our revenues or financial position, including risks associated with fluctuations in foreign currency exchange [removed: rates.][added: rates.]

Our international business operations and our [added: potential] expansion into [added: additional] new markets in the future expose us to potential adverse financial and operational problems not typically experienced in the United States.

| • | uncertain, inconsistent or changing laws, regulations, rulings or methodologies impacting our existing and anticipated international operations, fees or other requirements directed specifically at the ownership and operation of communications sites or our international acquisitions, any of which laws, fees or requirements may be applied retroactively or with significant [removed: delay, or failure to retain our tax status or to obtain an expected tax status for which we have applied;] [added: delay;] |

| • | actions restricting or revoking our tenants’ spectrum [removed: licenses] [added: licenses,] or [added: alterations or interpretations thereof, or] suspending or terminating business under prior licenses; |

| • | failure to comply with data privacy laws [removed: and] [added: or] other protections of employee health and personal information; |

[removed: A] [added: A] substantial portion of our revenue is derived from a small number of tenants, and we are sensitive to [added: adverse] changes in the creditworthiness and financial strength of our [removed: tenants.][added: tenants.]

If any of these tenants [removed: is] [added: are] unwilling or unable to perform [removed: its] [added: their] obligations under their agreements with us, our revenues, results of operations, financial condition and liquidity could be materially and adversely affected.

However, it is possible that such disputes could lead to a termination of our leases with [added: those] tenants, a material [added: adverse] modification of the terms of those leases or a deterioration in our relationships with those tenants that leads to a failure to obtain new business from them, any of which could have a material adverse effect on our business, results of operations or financial condition.

If our tenants or potential tenants are unable to raise adequate capital to fund their business plans or face capital constraints, they may reduce their spending, [added: file for bankruptcy or reduce or terminate operations,] which could materially and adversely affect demand for our communications sites and our services business.

[removed: If, as a result of a prolonged economic downturn or otherwise, one or more of our tenants experiences] [added: Such] financial difficulties [removed: or files for bankruptcy, it] could result in uncollectible accounts receivable and an impairment of our deferred rent asset, tower asset, network location intangible asset, tenant-related intangible asset or goodwill.

[removed: Our] [added: Our] expansion [added: and innovation] initiatives involve a number of risks and uncertainties, including those related to integrating acquired or leased assets, that could adversely affect our operating results, disrupt our operations or expose us to additional [removed: risk.][added: risk.]

As we continue to acquire [added: and build] communications sites [added: and other communications infrastructure assets] in our existing markets and expand into new markets, we are subject to a number of risks and uncertainties, including not meeting our return on investment criteria and financial objectives, increased costs, assumed liabilities and the diversion of managerial [removed: attention due to acquisitions.][added: attention.]

Achieving the benefits of [removed: acquisitions] [added: acquisition and innovation activities] depends in part on timely and efficient integration of operations, telecommunications infrastructure assets and personnel.

Integration may be difficult and unpredictable for many reasons, including, among other things, portfolios without requisite permits, differing systems, cultural differences, [removed: and] conflicting policies, procedures and operations.

Significant acquisition-related integration costs, including certain nonrecurring charges such as costs associated with onboarding employees, [added: integrating information technology systems,] acquiring permits and visiting, inspecting, engineering and upgrading tower [removed: sites,] [added: sites or related communications infrastructure assets,] could materially and adversely affect our results of operations in the period in which such charges are recorded or our cash flow in the period in which any related costs are actually paid.

[added: In addition, integration may] significantly burden management and internal resources, including through the potential loss or unavailability of key personnel.

Our expansion [added: and innovation] initiatives may not be [removed: successful] [added: successful,] or we may be required to record impairment charges for our goodwill or for other intangible assets, which could have a material adverse effect on our business, results of operations or financial condition.

[removed: New] [added: New] technologies or changes in our or a tenant’s business model could make our tower leasing business less desirable and result in decreasing revenues and operating [removed: results.][added: results.]

In addition, [removed: tenants may allocate less of their budgets to leasing space on our towers, as] [added: if] the industry [removed: is trending towards] [added: trends toward] deploying increased capital to the development and implementation of new [removed: technologies.][added: technologies, then tenants may allocate less of their budgets to leasing space on our towers.]

Examples of these technologies include [added: more] spectrally efficient technologies, which could relieve a portion of our tenants’ network capacity needs and, as a result, could reduce the demand for tower-based antenna space.

For example, see our discussion of carrier consolidation-driven churn in our Asia segment in Item 7 of this Annual Report, under the caption “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Executive Overview.” In addition, extensive sharing of site

One or more of our tenants, or their parent companies, may experience financial difficulties, file for bankruptcy or reduce or terminate operations as a result of a prolonged economic downturn, economic difficulties (including those from the imposition of taxes, fees, regulations or judicial interpretations of regulations, and any associated penalties or interest, which may be substantial, such as those imposed in India as a result of the October 2019 Indian Supreme Court ruling regarding the definition of adjusted gross revenue (“AGR”) and associated fees and charges), or otherwise.

In certain jurisdictions, these regulations, laws and treaties could be applied or be enforced retroactively.

For example, the October 2019 Indian Supreme Court ruling regarding the definition of AGR and associated fees and charges may have a material financial impact on certain of our tenants which could affect their ability to perform their obligations

under agreements with us.

| • | failure to retain our tax status or to obtain an expected tax status for which we have applied; |

We may be adversely affected by changes in LIBOR reporting practices, the method in which LIBOR is determined or the use of alternative reference rates.

In July 2017, the United Kingdom’s Financial Conduct Authority (the “FCA”), which regulates the London Interbank Offered Rate (“LIBOR”), announced plans to phase out LIBOR rates by the end of 2021.

As contemplated, the continuation of LIBOR on the current basis cannot be assured after 2021, and LIBOR may cease to exist or otherwise be unsuitable for benchmarking.

While our bank facilities contain fallback provisions to establish an alternative rate in the event LIBOR is unavailable, the elimination of LIBOR could have an adverse impact on our business, results of operations, or financial condition.

Financial institutions may replace LIBOR with a new index calculated by short-term repurchase agreements, the Secured Overnight Financing Rate; however, no consensus exists as to what may become accepted alternatives to LIBOR, whether LIBOR rates will cease to be published or supported before or after 2021 or whether any additional reforms to LIBOR may be enacted in the United Kingdom or elsewhere.

Furthermore, the use of an alternative rate could result in increased costs, including increased interest expense, and increased borrowing and hedging costs in the future.

| • | we will not be allowed a deduction for distributions to stockholders and would be subject to federal and state income tax on our taxable income at regular corporate income tax rates, which could be substantial in amount, and may require us to borrow additional funds or liquidate some investments to pay any additional tax liability and, accordingly, may reduce funds available for other purposes; and |

During the past several years, we have seen an increase in severe weather events and expect this trend to continue due to climate change.

Climate change or efforts to regulate emissions may also have direct or indirect effects on our business by increasing the cost of emission compliance or fuel we need to deliver primary power to our tenants under our contractual obligations, typically through diesel-powered generators, in emerging markets.

As part of our normal business activities and in our innovation or managed networks businesses, we rely on information technology and other computing resources.

Although we and our vendors have disaster recovery programs and security measures in place, if our computer systems and our backup systems are compromised, degraded, damaged, breached or otherwise cease to function properly, we could suffer interruptions in our

we may experience increased churn as a result.

In certain jurisdictions, these regulations could be applied or enforced retroactively, which could require that we modify or dismantle existing towers at significant cost.

Sometimes our tenants, or their parent companies, face financial difficulty, file for bankruptcy or terminate operations.

In addition, integration may

| • | we will not be allowed a deduction for distributions to stockholders in computing our taxable income; |

| • | we will be required to pay federal and state income tax on our taxable income at regular corporate income tax rates; and |

Our domestic TRS assets and operations are subject, as applicable, to federal and state corporation income taxes.

Our foreign operations, whether in the REIT or TRSs, are subject to foreign taxes in jurisdictions in which those assets and operations are located.

Any corporate tax liability could be substantial and would reduce the amount of cash available for other purposes.

If we fail to qualify for taxation as a REIT, we may need to borrow additional funds or liquidate some investments to pay any additional tax liability.

Accordingly, funds available for investment, operations and distribution would be reduced.

When we own interests in a subsidiary REIT, we must demonstrate that such subsidiary REIT complies with the same REIT requirements that we must satisfy, together with all other rules applicable to REITs.

subject to federal income tax, which tax we would economically bear along with applicable penalties and interest.

Specifically, this limitation may affect our ability to make additional investments in our managed networks business or services segment as currently structured and operated, in other non-REIT qualifying operations or assets, or in international operations conducted through TRSs that we do not elect to bring into the REIT structure.

Further, acquisition opportunities in the United States and international markets may be adversely affected if we need or require the target company to comply with certain REIT requirements prior to closing.

We enter into hedges for certain debt instruments.

As part of our normal business activities, we rely on information technology and other computer resources to carry out important operational, reporting and compliance activities and to maintain our business records.

We [added: now] report our results in [removed: five segments:] [added: six segments –] U.S. property, Asia property, [removed: EMEA] [added: Africa] property, [added: Europe property,] Latin America property and services.

In evaluating financial performance in each business segment, management uses, among other factors, segment gross margin and segment operating profit (see note [removed: 20] [added: 21] to our consolidated financial statements included in this Annual Report).

[removed: Executive Overview][added: Executive Overview]

We refer to this business as our property operations, which accounted for 98% of our total revenues for the year ended December 31, [removed: 2018] [added: 2019] and includes our U.S. [removed: property segment,] [added: property,] Asia [removed: property segment, EMEA] [added: property, Africa property, Europe] property [removed: segment] and Latin America property [removed: segment.][added: segments.]

The following table details the number of communications sites, excluding managed sites, that we owned or operated as of December 31, [removed: 2018:][added: 2019:]

| | | [removed: Number of Owned Towers] [added: Number of Owned Towers] | | | [removed: Number of Operated Towers (1)] [added: Number of Operated Towers (1)] | | | [removed: Number] [added: Number] of Owned DAS [removed: Sites] [added: Sites] | |

| France | | [removed: 2,186] [added: 2,207] | | | 309 | | | 9 | |

| South Africa (2) | | [removed: 2,652] [added: 2,711] | | | — | | | — | |

| Argentina (3) | | [removed: 36] [added: 94] | | | — | | | [removed: 4] [added: 10] | |

| Costa Rica | | [removed: 553] [added: 621] | | | — | | | 2 | |

| (1) | Approximately [removed: 98%] [added: 95%] of the operated towers are held pursuant to long-term [removed: capital] [added: finance] leases, including those subject to purchase options. |

| (2) | In [added: India and] South Africa, we also own fiber. |

| (3) | In Argentina and Brazil, we also own or operate urban telecommunications assets, [removed: fiber] [added: including fiber,] and the rights to utilize certain existing utility infrastructure for future telecommunications equipment installation. |

In most of our markets, our tenant leases with wireless carriers generally have [removed: an] initial non-cancellable [removed: term] [added: terms] of [removed: at least] [added: five to] ten [removed: years,] [added: years] with multiple renewal terms.

Accordingly, the vast majority of the revenue generated by our property operations during the year ended December 31, [removed: 2018] [added: 2019] was recurring revenue that we should continue to receive in future periods.

Based upon foreign currency exchange rates and the tenant leases in place as of December 31, [removed: 2018,] [added: 2019,] we expect to generate nearly [removed: $35] [added: $46.9] billion of non-cancellable tenant lease revenue over future periods, before the impact of straight-line lease accounting.

Revenue lost from either [added: tenant lease] cancellations or the non-renewal of leases or rent renegotiations, which we refer to as churn, [removed: historically] has [added: historically] not had a material adverse effect on the revenues generated by our consolidated property operations.

[removed: We also expect this] [added: Beginning in late 2017, we experienced an increase in revenue lost from cancellations or non-renewals primarily due to carrier consolidation-driven] churn [removed: will compress] [added: in India, which compressed] our gross margin and operating [removed: profit in 2019,] [added: profit,] particularly in our Asia property segment, although [removed: we expect] this [removed: to be] [added: impact was] partially offset by lower expenses due to reduced tenancy on existing sites [removed: or] [added: and] the decommissioning of [added: certain] sites.

For the year ended December 31, [removed: 2018,] [added: 2019, aggregate] carrier [removed: consolidation-driven churn] [added: consolidation] in [removed: India, including churn associated with our settlement with Tata,] [added: India] negatively impacted our consolidated property revenue by [removed: $189.1] [added: $361.3] million, including approximately [removed: $61.0] [added: $84.2] million in pass-through revenue, and negatively impacted our gross margin and operating profit by [removed: $119.8] [added: $247.7] million.

[removed: Property] [added: *Property] Operations Revenue [removed: Growth.][added: Growth*.]

[removed: Property] [added: *Property] Operations Organic Revenue [removed: Growth.][added: Growth*.]

Our ability to lease additional space on our sites is primarily a function of the rate at which wireless carriers [added: and other tenants deploy capital to improve and expand their wireless networks.]

According to industry data, recent aggregate annual wireless capital spending in the United States has averaged approximately [removed: $30] [added: $30.0] billion, resulting in consistent demand for our sites.

We believe that consistent carrier network investments across our international markets [added: will, over the long term,] position us to generate meaningful organic revenue growth going forward.

In emerging markets, such as [added: Burkina Faso,] Ghana, India, Kenya, [added: Niger,] Nigeria and Uganda, wireless networks tend to be significantly less advanced than those in the United States, and initial voice networks continue to be deployed in certain underdeveloped areas.

In India, the ongoing transition from 2G technology to 4G technology has included a period of carrier consolidation, [removed: which we expect to continue through 2019,] whereby the number of carriers operating in the marketplace has been reduced through mergers, acquisitions and select carrier exits from the [removed: marketplace.][added: marketplace, which we believe is now substantially complete.]

In markets with rapidly evolving network technology, such as South Africa and most of the countries in Latin America where we do business, initial voice networks, for the most part, have already been built out, and carriers are [added: increasingly] focused on [removed: 3G and] 4G network build [removed: outs.][added: outs, with certain continuing legacy investments in 3G.]

As a result, we expect to be able to leverage our extensive international portfolio of approximately [removed: 129,930] [added: 138,545] communications sites and the relationships we have built with our carrier tenants to drive sustainable, long\-term growth.

Demand for our communications sites could be negatively impacted by a number of factors, including an increase in network sharing or consolidation among our tenants, as set forth in Item 1A of this Annual Report under the [removed: caption] [added: captions] “Risk Factors—If our tenants consolidate their operations, exit the telecommunications business or share site infrastructure to a significant degree, our growth, revenue and ability to generate positive cash flows could be materially and adversely [removed: affected.”] [added: affected” and “Risk Factors—A substantial portion of our revenue is derived from a small number of tenants, and we are sensitive to adverse changes in the creditworthiness and financial strength of our tenants.”] In addition, the emergence and growth of new technologies could reduce demand for our sites, as set forth under the caption “Risk Factors—New technologies or changes in our or a tenant’s business model could make our tower leasing business less desirable and result in decreasing revenues and operating results.” Further, our tenants may be subject to new regulatory policies from time to time that materially and adversely affect the demand for our communications sites.

[added: *Property Operations New Site Revenue Growth.*] During the year ended December 31, [removed: 2018,] [added: 2019,] we grew our portfolio of communications real estate through the acquisition and construction of approximately [removed: 24,465] [added: 13,705] sites [removed: globally, as well as the acquisition of certain urban telecommunications assets in Brazil.][added: globally.]

In a majority of our Asia, [removed: EMEA] [added: Africa, Europe] and Latin America markets, the revenue generated from newly acquired or constructed sites resulted in increases in both tenant and pass-through revenues (such as ground rent or power and fuel costs) and expenses.

| [removed: New] [added: New] Sites (Acquired or [removed: Constructed)] [added: Constructed)] | [removed: 2018] [added: 2019] | | | [removed: 2017] [added: 2018] | | | [removed: 2016] [added: 2017] | |

| U.S. | [removed: 285] [added: 430] | | | [removed: 635] [added: 285] | | | [removed: 65] [added: 635] | |

| Asia | [removed: 21,470] [added: 3,330] | | | [removed: 1,135] [added: 21,470] | | | [removed: 43,865] [added: 1,135] | |

| Latin America | [removed: 1,655] [added: 3,475] | | | [removed: 2,360] [added: 1,655] | | | [removed: 715] [added: 2,360] | |

[added: *Property Operations Expenses.*] Direct operating expenses incurred by our property segments include direct site level expenses and consist primarily of ground rent and power and fuel costs, some or all of which may be passed through to our tenants, as well as property taxes, repairs and maintenance.

[added: Our] profit margin growth is therefore positively impacted by the addition of new tenants to our sites but can be temporarily diluted by our development activities.

[removed: Services] [added: *Services] Segment Revenue [removed: Growth.][added: Growth*.]

[removed: Non-GAAP] [added: Non-GAAP] Financial [removed: Measures][added: Measures]

[removed: Results] [added: Results] of [removed: Operations][added: Operations]

During the fourth quarter of 2019, as a result of recent acquisitions, including the Eaton Towers Acquisition, and changes to our organizational structure, we reviewed and changed our reportable segments to divide our EMEA segment into two separate segments, Africa property and Europe property.

We believe this change provides more visibility into these operating segments and better aligns our reporting with management’s current approach of allocating costs and resources, managing growth and profitability and assessing the operating performance of our business segments.

The change in reportable segments has no impact on our consolidated financial statements for any periods.

Historical financial information included in Management’s Discussion and Analysis of Financial Condition and Results of Operations has been adjusted to reflect the change in reportable segments.

| United States | | 25,003 | | | 15,564 | | | 407 | |

| India (2) | | 73,633 | | | — | | | 1,079 | |

| Africa | | | | | | | | | |

| Burkina Faso | | 664 | | | — | | | — | |

| Ghana | | 3,157 | | | 665 | | | 27 | |

| Kenya | | 2,060 | | | — | | | 9 | |

| Niger | | 677 | | | — | | | — | |

| Nigeria | | 5,207 | | | — | | | — | |

| Uganda | | 3,181 | | | — | | | 12 | |

| Africa total | | 17,657 | | | 665 | | | 48 | |

| Europe | | | | | | | | | |

| Germany | | 2,211 | | | — | | | — | |

| Europe total | | 4,418 | | | 309 | | | 9 | |

| Brazil (3) | | 16,706 | | | 2,258 | | | 103 | |

| Chile | | 2,583 | | | — | | | 22 | |

| Colombia | | 5,005 | | | — | | | 2 | |

| Mexico (4) | | 9,427 | | | 187 | | | 92 | |

| Paraguay | | 1,420 | | | — | | | — | |

| Peru | | 1,792 | | | 404 | | | — | |

| Latin America total | | 37,648 | | | 2,849 | | | 231 | |

During the year ended December 31, 2019, churn was approximately 6% of our tenant billings.

The higher than historical level of churn was largely due to carrier consolidation events in India.

We anticipate that our churn rate in India will move closer to historical levels over time and result in reduced impacts on our property revenue, gross margin and operating profit.

In the immediate term, we expect that our churn rate will remain elevated, primarily due the uncertainty created by the recent court ruling by the Indian Supreme Court, as set forth in Item 1A of this Annual Report under under the captions “Risk Factors—A substantial portion of our revenue is derived from a small number of tenants, and we are sensitive to adverse changes in the creditworthiness and financial strength of our tenants” and “Risk Factors—Our business, and that of our tenants, is subject to laws, regulations and administrative and judicial decisions, and changes thereto, that could restrict our ability to operate our business as we currently do or impact our competitive landscape.” We expect to periodically evaluate the carrying value of our Indian assets, which may result in the realization of additional impairment expense or other similar charges.

In addition, we have focused on building relationships with large multinational carriers to increase the opportunities for growth or mutually beneficial transactional opportunities across common markets.

We believe that this consolidation process has resulted in an industry structure for both the wireless carriers and communications infrastructure providers that is expected to be more conducive to sustained growth and profitability over time.

| Africa | 6,455 | | | 1,040 | | | 265 | |

| Europe | 15 | | | 15 | | | 2,490 | |

| Africa | 583.9 | | | | 545.5 | | | | 503.6 | | | | 7 | | | 8 | |

| Europe | 134.6 | | | | 141.8 | | | | 122.6 | | | | (5 | ) | | 16 | |

| • | Partially offset by a decrease of $6.4 million from other tenant billings; and |

| • | An increase of $90.1 million in other revenue, which includes an $82.4 million increase due to straight-line accounting primarily due to entry into a new master lease agreement with one of our tenants, AT&T. |

| • | A decrease of $266.8 million in other revenue, primarily due to the net impact of $333.7 million related to the October 2018 settlement with Tata Teleservices Limited (“Tata Teleservices”) and related entities (collectively, “Tata”); |

| • | A decrease in tenant billings of $68.0 million, which was driven by: |

| • | A decrease of $219.4 million resulting from churn in excess of contractual escalations, including $209.8 million of carrier consolidation-driven churn in India; |

| ▪ | $75.6 million generated from newly acquired or constructed sites, including $59.5 million from the transactions with Vodafone India Limited and Vodafone Mobile Services Limited (together, “Vodafone” and the transaction, the “Vodafone Acquisition”) and Idea Cellular Limited (“Idea” and the transaction, the “Idea Acquisition”); |

| United States | | 24,454 | | | 15,905 | | | 398 | |

| India | | 74,804 | | | — | | | 1,068 | |

| EMEA: | | | | | | | | | |

| Germany | | 2,208 | | | — | | | — | |

| Ghana | | 2,279 | | | — | | | 24 | |

| Kenya | | 715 | | | | | | | |

| Nigeria | | 4,760 | | | — | | | — | |

| Uganda | | 1,523 | | | — | | | — | |

| EMEA total | | 16,323 | | | 309 | | | 33 | |

| Brazil (3) | | 16,632 | | | 2,257 | | | 91 | |

| Chile | | 1,298 | | | — | | | 18 | |

| Colombia | | 4,943 | | | — | | | 2 | |

| Mexico (4) | | 9,047 | | | 186 | | | 85 | |

| Paraguay | | 1,276 | | | — | | | — | |

| Peru | | 690 | | | 272 | | | — | |

| Latin America total | | 34,475 | | | 2,715 | | | 202 | |

This was again the case during the year ended December 31, 2018, in which loss of tenant billings from tenant lease cancellations, non-renewal or renegotiations represented approximately 4% of our tenant billings.

In 2018, we experienced an increase in revenue lost from cancellations or non-renewals primarily due to carrier consolidation-driven churn in India, which we expect will continue to result in a higher impact on our revenues, including tenant billings, as compared to the historical average, in 2019.

In addition, we expect to periodically evaluate the carrying value of our Indian assets, which may result in the realization of additional impairment expense or other similar charges.

In October 2018, we entered into agreements with one of our tenants in India, Tata Teleservices and related entities (collectively, “Tata”), for a settlement and release of certain contractual lease obligations of Tata.

The effects of carrier consolidation-driven churn described above were offset by the impact of the settlement with Tata, which resulted in a net positive impact to property revenue of $333.7 million as a result of the $345.5 million cash payment, partially offset by the impact of straight-line accounting and other amounts directly related to the settlement.

The settlement also resulted in a net positive impact to operating profit of $326.9 million.

On a net basis, carrier consolidation-driven churn and our settlement with Tata positively impacted our full year 2018 consolidated property revenue by $144.6 million and our full year 2018 operating profit by $207.1 million.

In 2019, we expect carrier consolidation-driven churn in India, excluding the impact of the nonrecurrence of one-time items related to the settlement with Tata in 2018, to negatively impact our consolidated property revenue by approximately $191.2 million, including approximately $22.3 million in pass-through revenue, and our operating profit by approximately $148.0 million.

We also recorded impairment charges of $164.2 million as a result of the settlement with Tata in October 2018 and $147.4 million as a result of one of our tenants in India, Aircel Ltd.’s (“Aircel”), filing for bankruptcy protection in February 2018.

and other tenants deploy capital to improve and expand their wireless networks.

In addition, we have focused on building relationships with large multinational carriers such as Airtel, Telefónica S.A. and Vodafone Group PLC, among others.

Over the long term, this consolidation process is expected to result in a more favorable structural environment for both the wireless carriers as well as communications infrastructure providers.

In the shorter term, as described above, the consolidation process continues to result in elevated levels of churn within our India business, as merging carriers rationalize redundant legacy equipment installations and as select carriers exit the marketplace.

Property Operations New Site Revenue Growth.

| EMEA | 1,055 | | | 2,755 | | | 665 | |

Property Operations Expenses.

Our

| EMEA | 687.3 | | | | 626.2 | | | | 529.5 | | | | 10 | | | 18 | |

| • | An increase of $15.4 million in other revenue, primarily due to back-billing; and |

| • | $29.0 million of other revenue growth, primarily due to a $66.4 million impact of straight-line accounting, partially offset by a $37.4 million net decrease in other revenue, primarily due to the absence of $38.8 million in decommissioning revenue recognized in the prior year. |

| • | A decrease of $20.2 million in other revenue, primarily due to an increase of $13.1 million in revenue reserves. |

| • | $62.4 million generated from newly acquired or constructed sites, primarily due to the full-year impact of the FPS Acquisition; |

| • | $3.4 million of other revenue growth, primarily attributable to the impact of straight-line accounting. |

| • | $17.6 million of other revenue growth, due in part to $7.1 million from our newly acquired fiber business in Mexico and a $7.0 million reduction in revenue in the prior-year period resulting from a judicial reorganization of a tenant in Brazil, partially offset by the impact of straight-line accounting. |

The following table provides information as of December 31, [removed: 2018] [added: 2019] about our market risk exposure associated with changing interest rates.

For more information, see Item 7 of this Annual Report under the caption “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources” and note [removed: 8] [added: 9] to our consolidated financial statements included in this Annual Report.

| [removed: Long-Term Debt] [added: Long-Term Debt] | [removed: 2019] [added: 2020] | | | | [removed: 2020] [added: 2021] | | | | [removed: 2021] [added: 2022] | | | | [removed: 2022] [added: 2023] | | | | [removed: 2023] [added: 2024] | | | | [removed: Thereafter] [added: Thereafter] | | | | [removed: Total] [added: Total] | | | | [removed: Fair Value] [added: Fair Value] | | | |

| [removed: Interest] [added: Interest] Rate [removed: Swaps] [added: Swaps] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Fixed Rate Debt Rate (e) | | | | | | | | | | | | | | | | | | | | | | | | | [removed: 9.74] [added: 9.37] | | % | | | | | |

| Hedged Fixed-Rate Notional Amount | $ | — | | | $ | — | | | $ | [removed: —] [added: 600.0] | | | $ | [removed: 600.0] [added: 500.0] | | | $ | [removed: 500.0] [added: —] | | | $ | — | | | $ | 1,100.0 | | | $ | [removed: 33.5] [added: 1.6] | | (f) |

| Variable Rate Debt Rate (g) | | | | | | | | | | | | | | | | | | | | | | | | | [removed: 3.54] [added: 2.85] | | % | | | | | |

| (a) | Fixed rate debt consisted of: Securities issued in the Trust Securitizations; [removed: the 3.40% senior notes due 2019;] Securities issued in the 2015 Securitization; the 2.800% senior notes due 2020; the [removed: 5.050% senior notes due 2020; the] 3.300% senior notes due 2021; the 3.450% senior notes due 2021; the 5.900% [removed: senior notes due 2021;] [added: Notes;] the 2.250% senior notes due 2022 (the “2.250% Notes”); the 4.70% senior notes due 2022; the 3.50% senior notes due 2023; the 3.000% [removed: Notes;] [added: senior notes due 2023 (the “3.000% Notes”);] the 5.00% senior notes due 2024; the [added: 3.375% senior notes due 2024; the 2.950% senior notes due 2025; the] 1.375% [removed: Notes;] [added: senior notes due 2025;] the 4.000% senior notes due 2025; the 4.400% senior notes due 2026; the 1.950% [removed: Notes;] [added: senior notes due 2026;] the 3.375% senior notes due 2026; the 3.125% senior notes due 2027; the [added: 2.750% senior notes due 2027; the] 3.55% [removed: Notes;] [added: senior notes due 2027;] the 3.600% [removed: Notes;] [added: senior notes due 2028;] the [removed: Ghana loan which matures December 31, 2019;] [added: 3.950% senior notes due 2029;] the [removed: India indebtedness, with maturity dates ranging from January 1, 2019 to November 30, 2024;] [added: 3.800% senior notes due 2029;] the [added: 3.700% senior notes due 2049; the] Kenya Debt; [added: the] U.S. [removed: subsidiary debt related to a seller-financed acquisition;] [added: Subsidiary Debt;] and other debt including [removed: capital] [added: finance] leases. |

| (b) | Variable rate debt consisted of: the [removed: 2018 Term Loan, which matures on March 29, 2019; the 2013] [added: 2019 364-Day] Term Loan, which [removed: matures] [added: matured] on [removed: January 31, 2024;] [added: February 13, 2020;] the [removed: 2013] [added: 2019 Multicurrency] Credit Facility, which matures on June 28, [removed: 2022;] [added: 2023;] the [removed: 2014] [added: 2019] Credit Facility, which matures on January 31, [removed: 2024;] [added: 2025;] the [added: 2019 Term Loan, which matures on January 31, 2025; the] South African credit facility, which amortizes through December 17, 2020; the Colombian credit facility, which amortizes through April 24, 2021; [removed: and] the Brazil credit facility, which matures on January 15, [removed: 2022.] [added: 2022; and the Eaton Towers Debt.] |

| (c) | Based on rates effective as of December 31, [removed: 2018.] [added: 2019.] |

| (d) | As of December 31, [removed: 2018,] [added: 2019,] the interest rate swap agreement in Colombia was included in Other non-current liabilities on the consolidated balance sheet. |

| (e) | Represents the fixed rate of interest based on contractual notional amount as a percentage of the total notional amount. The interest rate consists of fixed interest of [removed: 5.74%,] [added: 5.37%,] per the interest rate agreement, and a fixed margin of 4.00%, per the loan agreement for the Colombian credit facility. |

| (f) | As of December 31, [removed: 2018,] [added: 2019,] the interest rate swap agreements in the U.S. [removed: were] included [added: $9.0 million] in Other non-current [added: assets and $7.4 million in Other non-current] liabilities on the consolidated balance sheet. |

[removed: Interest] [added: Interest] Rate [removed: Risk][added: Risk]

As of December 31, [removed: 2018,] [added: 2019,] we have one interest rate swap agreement related to debt in Colombia.

This swap has been designated as a cash flow hedge, has a notional amount of [removed: $16.9 million and] [added: $18.3 million,] has an interest rate of [removed: 5.74%] [added: 5.37%] and expires in April 2021.

We [added: also] have three interest rate swap agreements related to the 2.250% Notes.

These swaps have been designated as fair value hedges, have an aggregate notional amount of $600.0 [removed: million and] [added: million,] an interest rate of one-month LIBOR plus applicable spreads and expire in January 2022.

These swaps have been designated as fair value hedges, have an aggregate notional amount of $500.0 [removed: million and have] [added: million,] an interest rate of one-month LIBOR plus applicable spreads and expire in June 2023.

Variable rate debt as of December 31, [removed: 2018] [added: 2019] consisted of [removed: $1.9] [added: $700.0 million under the 2019 Multicurrency Credit Facility, $1.6] billion under the [removed: 2013] [added: 2019] Credit Facility, $1.0 billion under the [removed: 2013] [added: 2019] Term Loan, [removed: $1.5] [added: $1.0] billion under the [removed: 2018] [added: 2019 364-Day] Term Loan, $600.0 million under the interest rate swap agreements related to the 2.250% Notes, $500.0 million under the interest rate swap agreements related to the 3.000% Notes, [removed: $40.6] [added: $20.8] million under the South African credit facility, [removed: $16.9] [added: $6.1] million under the Colombian credit facility after giving effect to our interest rate swap [removed: agreements and $24.7] [added: agreements, $16.3] million under the Brazil credit [removed: facility.][added: facility and $329.8 million under the Eaton Towers Debt.]

A 10% increase in current interest rates would result in an additional [removed: $20.2] [added: $20.8] million of interest expense for the year ended December 31, [removed: 2018.][added: 2019.]

[removed: Foreign] [added: Foreign] Currency [removed: Risk][added: Risk]

For the year ended December 31, [removed: 2018, 47%] [added: 2019, 43%] of our revenues and [removed: 57%] [added: 51%] of our total operating expenses were denominated in foreign currencies.

As of December 31, [removed: 2018,] [added: 2019,] we have incurred intercompany debt that is not considered to be permanently reinvested, and similar unaffiliated balances that were denominated in a currency other than the functional currency of the subsidiary in which it is recorded.

An adverse change of 10% in the underlying exchange rates of our unsettled intercompany debt and similar unaffiliated balances would result in [removed: $110.9] [added: $105.4] million of unrealized losses that would be included in Other expense in our consolidated statements of operations for the year ended December 31, [removed: 2018.][added: 2019.]

| Fixed Rate Debt (a) | $ | 1,605.1 | | | $ | 1,434.4 | | | $ | 1,303.9 | | | $ | 3,002.0 | | | $ | 1,651.2 | | | $ | 10,511.9 | | | $ | 19,508.5 | | | $ | 20,284.9 | | |

| Weighted-Average Interest Rate (a) | 3.67 | | % | | 3.47 | | % | | 3.57 | | % | | 3.20 | | % | | 4.36 | | % | | 3.37 | | % | | | | | | | | | |

| Variable Rate Debt (b) | $ | 1,323.1 | | | $ | 12.2 | | | $ | 35.1 | | | $ | 720.8 | | | $ | — | | | $ | 2,600.0 | | | $ | 4,691.2 | | | $ | 4,691.3 | | |

| Weighted-Average Interest Rate (b)(c) | 3.45 | | % | | 8.13 | | % | | 7.04 | | % | | 3.00 | | % | | — | | % | | 4.13 | | % | | | | | | | | | |

| Hedged Variable-Rate Notional Amount | $ | 9.2 | | | $ | 9.1 | | | $ | — | | | $ | — | | | $ | — | | | $ | — | | | $ | 18.3 | | | $ | (0.1 | ) | (d) |

| Fixed Rate Debt (a) | $ | 1,217.5 | | | $ | 1,851.8 | | | $ | 2,001.9 | | | $ | 1,347.1 | | | $ | 3,043.1 | | | $ | 7,367.7 | | | $ | 16,829.1 | | | $ | 16,604.0 | | |

| Weighted-Average Interest Rate (a) | 5.01 | | % | | 3.85 | | % | | 4.24 | | % | | 3.74 | | % | | 3.27 | | % | | 3.58 | | % | | | | | | | | | |

| Variable Rate Debt (b) | $ | 1,537.5 | | | $ | 32.6 | | | $ | 12.3 | | | $ | 1,891.7 | | | $ | — | | | $ | 1,000.0 | | | $ | 4,474.1 | | | $ | 4,466.6 | | |

| Weighted-Average Interest Rate (b)(c) | 3.54 | | % | | 8.74 | | % | | 8.14 | | % | | 3.66 | | % | | — | | % | | 3.66 | | % | | | | | | | | | |

| Hedged Variable-Rate Notional Amount | $ | 4.6 | | | $ | 6.2 | | | $ | 6.1 | | | $ | — | | | $ | — | | | $ | — | | | $ | 16.9 | | | $ | 0.3 | | (d) |

Overview

We are one of the largest global real estate investment trusts and a leading independent owner, operator and developer of multitenant communications real estate.

Our primary business is the leasing of space on communications sites to wireless service providers, radio and television broadcast companies, wireless data providers, government agencies and municipalities and tenants in a number of other industries.

We refer to this business as our property operations, which accounted for 98% of our total revenues for the year ended December 31, 2019.

We also offer tower-related services in the United States, which we refer to as our services operations.

These services include site acquisition, zoning and permitting and structural analysis, which primarily support our site leasing business, including the addition of new tenants and equipment on our sites.

American Tower Corporation was originally created as a subsidiary of American Radio Systems Corporation in 1995 and was spun off into a free-standing public company in 1998.

We are a holding company and conduct our operations through our directly and indirectly owned subsidiaries and joint ventures.

Our principal domestic operating subsidiaries are American Towers LLC and SpectraSite Communications, LLC.

We conduct our international operations primarily through our subsidiary, American Tower International, Inc., which in turn conducts operations through its various international holding and operating subsidiaries and joint ventures.

Since inception, we have grown our communications real estate portfolio through acquisitions, long-term lease arrangements and site development.

Our portfolio primarily consists of towers that we own and towers that we operate pursuant to long-term lease arrangements, as well as distributed antenna system (“DAS”) networks, which provide seamless coverage solutions in certain in-building and outdoor wireless environments.

In addition to the communications sites in our portfolio, we manage rooftop and tower sites for property owners under various contractual arrangements.

We also hold other telecommunications infrastructure, fiber and property interests that we lease primarily to communications service providers and third-party tower operators.

In 2019, we added approximately 5,800 communications sites to our portfolio in Africa and launched operations in Burkina Faso and Niger as part of our acquisition of Eaton Towers Holdings Limited (“Eaton Towers,” and the acquisition, the “Eaton Towers Acquisition”).

We also signed a definitive agreement to acquire approximately 3,200 communications sites in Chile and Peru from Entel PCS Telecomunicaciones S.A. and Entel Peru S.A. and closed on the first tranche of sites, adding approximately 2,400 communications sites to our portfolio in Latin America (the “Entel Acquisition”).

The remaining communications sites are expected to close in tranches beginning in the first quarter of 2020, subject to certain closing conditions.

As of December 31, 2019, our communications real estate portfolio of 179,520 communications sites included 40,974 communications sites in the U.S., 74,712 communications sites in Asia, 18,370 communications sites in Africa, 4,736 communications sites in Europe and 40,728 communications sites in Latin America, as well as urban telecommunications assets in Argentina, Brazil, India, Mexico and South Africa.

We operate as a real estate investment trust for U.S. federal income tax purposes (“REIT”).

Accordingly, we generally are not required to pay U.S. federal income taxes on income generated by our REIT operations, including the income derived from leasing space on our towers, as we receive a dividends paid deduction for distributions to stockholders that generally offsets our REIT income and gains.

However, we remain obligated to pay U.S. federal income taxes on earnings from our domestic taxable REIT subsidiaries (“TRSs”).

In addition, our international assets and operations, regardless of their classification for U.S. tax purposes, continue to be subject to taxation in the jurisdictions where those assets are held or those operations are conducted.

The use of TRSs enables us to continue to engage in certain businesses while complying with REIT qualification requirements.

We may, from time to time, change the election of previously designated TRSs to be included as part of the REIT.

As of December 31, 2019, our REIT-qualified businesses included our U.S. tower leasing business and a majority of our U.S. indoor DAS networks business and services segment, as well as most of our operations in Mexico, Germany, Costa Rica, Nigeria and France.

During the fourth quarter of 2019, as a result of recent acquisitions, including the Eaton Towers Acquisition, and changes to our organizational structure, we reviewed and changed our reportable segments to divide our Europe, Middle East and Africa (“EMEA”) property segment into two separate segments, Africa property and Europe property.

We now report our results in six segments – U.S. property, Asia property, Africa property, Europe property, Latin America property and services.

We believe this change provides more visibility into these operating segments and better aligns our reporting with management’s current approach of allocating costs and resources, managing growth and profitability and assessing the operating performance of our business segments.

Products and Services

Property Operations

Our property operations accounted for 98%, 98% and 99% of our total revenues for the years ended December 31, 2019, 2018 and 2017, respectively.

Our revenue is primarily generated from tenant leases.

Our tenants lease space on our communications real estate, where they install and maintain their equipment.

Rental payments vary considerably depending upon numerous factors, including, but not limited to, amount, type and position of tenant equipment on the tower, remaining tower capacity and tower location.

Our costs typically include ground rent (which is primarily fixed under long-term lease agreements with annual cost escalations) and power and fuel costs, some or all of which may be passed through to our tenants, as well as property taxes and repair and maintenance expenses.

Our property operations have generated consistent growth in revenue and typically have low cash flow volatility due to the following characteristics:

| | |

| --- | --- |

| • | Long-term tenant leases with contractual rent escalations. In general, our tenant leases with wireless carriers have initial non-cancellable terms of five to ten years with multiple renewal terms, with provisions that periodically increase the rent due under the lease, typically annually, based on a fixed escalation percentage (averaging approximately 3% in the United States) or an inflationary index in our international markets, or a combination of both. Based upon foreign currency exchange rates and the tenant leases in place as of December 31, 2019, we expect to generate nearly $46.9 billion of non-cancellable tenant lease revenue over future periods, before the impact of straight-line lease accounting. |

| | |

[removed: UNITED STATES][added: UNITED STATES]

[removed: SECURITIES] [added: SECURITIES] AND EXCHANGE [removed: COMMISSION][added: COMMISSION]

[removed: Washington,] [added: Washington,] D.C. [removed: 20549][added: 20549]

[removed: FORM 10-K][added: FORM 10-K]

[removed: (Mark One):][added: (Mark One):]

| [removed: ý] [added: ☒] | [removed: Annual] [added: Annual] report pursuant to Section 13 or 15(d) of the Securities Exchange Act of [removed: 1934.] [added: 1934.] |

[removed: For] [added: For] the fiscal year [removed: ended December] [added: ended December] 31, [removed: 2018][added: 2019]

| [removed: ¨] [added: ☐] | [removed: Transition] [added: Transition] report pursuant to Section 13 or 15(d) of the Securities Exchange Act of [removed: 1934.] [added: 1934.] |

[removed: For] [added: For] the transition period from [removed: to][added: to]

[removed: Commission] [added: Commission] File [removed: Number: 001-14195][added: Number: 001-14195]

[removed: American] [added: American] Tower [removed: Corporation][added: Corporation]

[removed: (Exact] [added: (Exact] name of registrant as specified in its [removed: charter)][added: charter)]

| [removed: Delaware] [added: Delaware] | | [removed: 65-0723837] [added: 65-0723837] |

| [removed: (State] [added: (State] or other jurisdiction [removed: of Incorporation] [added: of Incorporation] or [removed: Organization)] [added: Organization)] | | [removed: (I.R.S. Employer Identification No.)] [added: (I.R.S. Employer Identification No.)] |

[removed: 116] [added: 116] Huntington [removed: Avenue][added: Avenue]

[removed: Boston, Massachusetts 02116][added: Boston, Massachusetts 02116]

[removed: (Address] [added: (Address] of principal executive [removed: offices)][added: offices)]

[removed: Telephone] [added: Telephone] Number [removed: (617) 375-7500][added: (617) 375-7500]

[removed: (Registrant’s] [added: (Registrant’s] telephone number, including area [removed: code)][added: code)]

[removed: Securities] [added: Securities] registered pursuant to Section 12(b) of the [removed: Act:][added: Act:]

| [removed: Title] [added: Title] of each [removed: Class] [added: Class] | [added: Trading Symbol(s)] | [removed: Name] [added: Name] of exchange on which [removed: registered] [added: registered] |

| [removed: Common] [added: Common] Stock, $0.01 par [removed: value] [added: value] | [added: AMT] | [removed: New] [added: New] York Stock [removed: Exchange] [added: Exchange] |

| [removed: 1.375%] [added: 1.375%] Senior Notes due [removed: 2025] [added: 2025] | [added: AMT 25A] | [removed: New] [added: New] York Stock [removed: Exchange] [added: Exchange] |

| [removed: 1.950%] [added: 1.950%] Senior Notes due [removed: 2026] [added: 2026] | [added: AMT 26B] | [removed: New] [added: New] York Stock [removed: Exchange] [added: Exchange] |

[removed: Securities] [added: Securities] registered pursuant to Section 12(g) of the [removed: Act:][added: Act:]

Indicate by check mark if the registrant is a well known seasoned issuer, as defined in Rule 405 of the Securities Act: Yes [removed: ý] [added: ☒] No [removed: ¨][added: ☐]

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act: Yes [removed: ¨] [added: ☐] No [removed: ý][added: ☒]

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days: Yes [removed: ý] [added: ☒] No [removed: ¨][added: ☐]

Yes [removed: ý] [added: ☒] No [removed: ¨][added: ☐]

| Large accelerated filer | | [removed: x] [added: ☒] | | Accelerated filer | | [removed: o] [added: ☐] |

| Non-accelerated filer | | [removed: o] [added: ☐] | | Smaller reporting company | | [removed: o] [added: ☐] |

| Emerging growth company | | [removed: o] [added: ☐] | | | | |

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act): Yes [removed: ¨] [added: ☐] No [removed: ý][added: ☒]

The aggregate market value of the voting and non-voting common stock held by non-affiliates of the registrant as of June 30, [removed: 2018] [added: 2019] was [removed: $63.1] [added: $89.9] billion, based on the closing price of the registrant’s common stock as reported on the New York Stock Exchange as of the last business day of the registrant’s most recently completed second quarter.

As of February [removed: 20, 2019,] [added: 18, 2020,] there were [removed: 441,134,906] [added: 442,911,804] shares of common stock outstanding.

[removed: DOCUMENTS] [added: DOCUMENTS] INCORPORATED BY [removed: REFERENCE][added: REFERENCE]

Portions of the definitive proxy statement (the “Definitive Proxy Statement”) to be filed with the Securities and Exchange Commission relative to the registrant’s [removed: 2019] [added: 2020] Annual Meeting of Stockholders are incorporated by reference into Part III of this Report.

[removed: TABLE] [added: TABLE] OF [removed: CONTENTS][added: CONTENTS]

[removed: FORM] [added: FORM] 10-K ANNUAL [removed: REPORT][added: REPORT]

[removed: FISCAL] [added: FISCAL] YEAR ENDED DECEMBER [removed: 31, 2018][added: 31, 2019]

AMERICAN TOWER CORPORATION

| | [Executive Officers](#s80ffe9e0fe584a499da280820cd6f620) | [8](#s80ffe9e0fe584a499da280820cd6f620) |

| | [Dividends](#s919F4C25734E54319B19C0EF961BCB54) | [18](#s919F4C25734E54319B19C0EF961BCB54) |

AMERICAN TOWER CORPORATION

FORM 10-K ANNUAL REPORT

FISCAL YEAR ENDED DECEMBER 31, 2019

| | | Page |

| [Signatures](#sFD9CE51E567B53A48E0F49AA9993EE2F) | | [67](#sFD9CE51E567B53A48E0F49AA9993EE2F) |

10-K 1 amt1231201810k.htm 10-K

| | |

| --- | --- |

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of the Form 10-K or any amendment to this Form 10-K.

| | [Overview](#sB2EC5D567A795968BC3334F77837561C) | [1](#sB2EC5D567A795968BC3334F77837561C) |

| | [Strategy](#sCEF7D7C045E95BB2BD83FFFEF4A89C97) | [4](#sCEF7D7C045E95BB2BD83FFFEF4A89C97) |

| | [Competition](#s47689B7812545FA0A902A69AF0C62BF5) | [7](#s47689B7812545FA0A902A69AF0C62BF5) |

| | [Employees](#s039C2EB12D355687964F8A0F15B2A145) | [7](#s039C2EB12D355687964F8A0F15B2A145) |

| | [Dividends](#s145A7A77D284502B80BDD8963C0AE005) | [19](#s145A7A77D284502B80BDD8963C0AE005) |

| [Signatures](#sD14E9874672958EDABF2810E66CF6AC1) | | [69](#sD14E9874672958EDABF2810E66CF6AC1) |

| |

| --- |

| ITEM 1. BUSINESS |

We are one of the largest global real estate investment trusts and a leading independent owner, operator and developer of multitenant communications real estate.

Our primary business is the leasing of space on communications sites to wireless service providers, radio and television broadcast companies, wireless data providers, government agencies and municipalities and tenants in a number of other industries.

We refer to this business as our property operations, which accounted for 98% of our total revenues for the year ended December 31, 2018.

We also offer tower-related services in the United States, which we refer to as our services operations.

These services include site acquisition, zoning and permitting and structural analysis, which primarily support our site leasing business, including the addition of new tenants and equipment on our sites.

American Tower Corporation was originally created as a subsidiary of American Radio Systems Corporation in 1995 and was spun off into a free-standing public company in 1998.

We are a holding company and conduct our operations through our directly and indirectly owned subsidiaries and joint ventures.

Our principal domestic operating subsidiaries are American Towers LLC and SpectraSite Communications, LLC.

We conduct our international operations primarily through our subsidiary, American Tower International, Inc., which in turn conducts operations through its various international holding and operating subsidiaries and joint ventures.

Since inception, we have grown our communications real estate portfolio through acquisitions, long-term lease arrangements and site development.

Our portfolio primarily consists of towers that we own and towers that we operate pursuant to long-term lease arrangements, as well as distributed antenna system (“DAS”) networks, which provide seamless coverage solutions in certain in-building and outdoor wireless environments.

In addition to the communications sites in our portfolio, we manage rooftop and tower sites for property owners under various contractual arrangements.

We also hold other telecommunications infrastructure, fiber and property interests that we lease primarily to communications service providers and third-party tower operators.

In 2018, we launched operations in Kenya through our acquisition of communications sites from Telkom Kenya Limited, acquired urban telecommunications assets, including fiber assets in Brazil, and added approximately 20,000 communications sites to our portfolio in India through two acquisitions.

As of December 31, 2018, our communications real estate portfolio of 170,686 communications sites included 40,757 communications sites in the U.S., 75,872 communications sites in Asia, 16,665 communications sites in Europe, Middle East and Africa (“EMEA”) and 37,392 communications sites in Latin America, as well as urban telecommunications assets in Argentina, Brazil, Mexico and South Africa.

We operate as a real estate investment trust for U.S. federal income tax purposes (“REIT”).

Accordingly, we generally are not required to pay U.S. federal income taxes on income generated by our REIT operations, including the income derived from leasing space on our towers, as we receive a dividends paid deduction for distributions to stockholders that generally offsets our REIT income and gains.

However, we remain obligated to pay U.S. federal income taxes on earnings from our domestic taxable REIT subsidiaries (“TRSs”).

In addition, our international assets and operations, regardless of their classification for U.S. tax purposes, continue to be subject to taxation in the jurisdictions where those assets are held or those operations are conducted.

The use of TRSs enables us to continue to engage in certain businesses while complying with REIT qualification requirements.

We may, from time to time, change the election of previously designated TRSs to be included as part of the REIT.

As of December 31, 2018, our REIT-qualified businesses included our U.S. tower leasing business, our operations in Nigeria, most of our operations in Costa Rica and Mexico, a majority of our operations in Germany and a majority of our indoor DAS networks business and services segment.

In January 2019, a majority of our operations in France became part of the REIT.

We report our results in five segments – U.S. property, Asia property, EMEA property, Latin America property and services.

Products and Services

Property Operations

Our property operations accounted for 98%, 99% and 99% of our total revenues for the years ended December 31, 2018, 2017 and 2016, respectively.

As of December 31, [removed: 2018,] [added: 2019,] we owned and operated a portfolio of [removed: 170,686] [added: 179,520] communications sites, including [removed: 1,701] [added: 1,774] DAS networks.

See the table in Item 7 of this Annual Report, under the caption “Management’s Discussion and Analysis of Financial [added: Condition and Results of Operations—Executive Overview” for more detailed information on the geographic locations of our communications sites.]

A typical tower site consists of a compound enclosing the tower site, a tower structure [removed: and] [added: and, in some cases,] one or more equipment shelters that house a variety of transmitting, receiving and switching equipment.

The principal types of our towers are guyed, self-supporting lattice and monopole, and [removed: rooftops] [added: rooftop towers] in our international markets.

| • | A guyed tower includes a series of cables attaching separate levels of the tower to anchor foundations in the ground and can reach heights of up to 2,000 feet. A [removed: guyed tower site for a] typical [added: guyed] broadcast tower can [removed: consist of] [added: be located] a tract of land of up to 20 acres. |

| • | A self-supporting lattice tower typically tapers from the bottom up and usually has three or four legs. A lattice tower can reach heights of up to 1,000 [added: feet, although most lattice structures are between 200 and 400] feet. Depending on the height of the tower, a lattice tower site [removed: for a typical wireless communications tower] can [removed: consist of] [added: be located on] a tract of land of 10,000 square feet for a rural site or fewer than 2,500 square feet for a metropolitan site. |

| • | A monopole tower is a tubular structure that is used primarily to address space constraints or aesthetic concerns. Monopoles typically have heights ranging from 50 to 200 feet. A monopole tower site used in metropolitan areas for a typical wireless communications tower can [removed: consist of] [added: be located on] a tract of land of fewer than 2,500 square feet. |

| • | Rooftop towers are primarily used in metropolitan areas in our Asia, [removed: EMEA] [added: Africa, Europe] and Latin America markets, where locations for traditional tower structures are unavailable. Rooftop towers typically have heights ranging from 10 to 100 feet. |

[removed: U.S.] [added: *U.S.] Property Segment Encumbered [removed: Sites.][added: Sites*.]

As of December 31, [removed: 2018,] [added: 2019,] the loan underlying the securitization transactions completed in March 2013 and March 2018 (the “2013 Securitization” and the “2018 Securitization”, respectively, and together, the “Trust Securitizations”) is secured by mortgages, deeds of trust and deeds to secure the loan on substantially all of the [removed: 5,116] [added: 5,114] broadcast and wireless communications towers and related assets owned by the borrowers (the “Trust Sites”) and the secured revenue notes issued in a private transaction completed in May 2015 (the “2015 Securitization”) are secured by mortgages, deeds of trust and deeds to secure debt on substantially all of the [removed: 3,556] [added: 3,542] communications sites owned by subsidiaries of the issuer (the “2015 Secured Sites”).

[removed: Asia] [added: *Asia] Property Segment Encumbered [removed: Sites.][added: Sites.* There are no encumbered sites in our Asia property segment.]

[added: *Africa Property Segment Encumbered Sites.*] Our outstanding indebtedness in South Africa is secured by an aggregate of 1,899 towers.

[removed: Latin] [added: *Latin] America Property Segment Encumbered [removed: Sites.][added: Sites*.]

[added: *Ground Leases.*] Of the [removed: 168,985] [added: 177,746] towers in our portfolio as of December 31, [removed: 2018,] [added: 2019, approximately] 90% were located on land we lease.

As a result, [removed: 46%] [added: 43%] of the ground leases for our sites have a final expiration date of [removed: 2028] [added: 2029] and beyond.

For the year ended December 31, [removed: 2018,] [added: 2019,] our top four tenants by total revenue were AT&T [removed: (19%),] [added: (22%),] Verizon Wireless (15%), T-Mobile [removed: (9%)] [added: (10%)] and Sprint (8%).

Across most of our markets, our tenant leases generally have [removed: an] initial non-cancellable [removed: term] [added: terms] of [removed: at least] [added: five to] ten [removed: years,] [added: years] with multiple renewal terms.

As a result, approximately [removed: 49%] [added: 65%] of our current tenant leases have a renewal date of [removed: 2024] [added: 2025] or beyond.

In addition, many of our international sites typically include power generators and batteries, which are often used for primary power in lieu of an electric grid connection in select markets.

*Europe Property Segment Encumbered Sites.* There are no encumbered sites in our Europe property segment.

*Tenants*.

*Offices.* Our principal corporate headquarters is leased and located in Boston, Massachusetts, where we currently lease approximately 40,000 square feet of office space.

We also own or have entered into long-term leases for the majority of our facilities in international and regional locations for the management and operation of our property and services businesses, including offices in each of our U.S., Asia, Africa, Europe and Latin America segments.

Details of each of our principal offices as of December 31, 2018 are provided below:

| | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- |

| Location | | Function | | Size (approximate square feet) | | | Property Interest |

| U.S. | | | | | | | |

| Boston, MA | | Corporate Headquarters | | 39,800 | | | Leased |

| Miami, FL | | Latin America Operations Center | | 6,300 | | | Leased |

| Atlanta, GA | | Network Operations and Program Management Office Field Personnel | | 21,400 | | | Leased |

| Marlborough, MA | | Information Technology Headquarters | | 24,000 | | | Leased |

| Woburn, MA | | U.S. Tower Division Headquarters, Accounting, Lease Administration, Site Leasing Management, Broadcast Division and Managed Site Headquarters | | 163,200 | | | Owned |

| Cary, NC | | U.S. Tower Division, Network Operations Center and Engineering Services Headquarters | | 75,500 | | | Owned and Leased (1) |

| Asia | | | | | | | |

| Delhi, India | | India Headquarters | | 7,200 | | | Leased |

| Gurgaon, India | | India Operations Center | | 78,800 | | | Leased |

| Singapore | | Asia Finance and Administration | | 90 | | | Leased |

| EMEA | | | | | | | |

| Malakoff, France | | France Headquarters | | 15,400 | | | Leased |

| Ratingen, Germany | | Germany Headquarters | | 12,500 | | | Leased (2) |

| Accra, Ghana | | Ghana Headquarters | | 18,500 | | | Leased |

| Nairobi, Kenya | | Kenya Headquarters | | 9,800 | | | Leased |

| Amsterdam, Netherlands | | American Tower International Headquarters | | 2,400 | | | Leased |

| Lagos, Nigeria | | Nigeria Headquarters | | 13,400 | | | Leased |

| Johannesburg, South Africa | | South Africa Headquarters | | 27,100 | | | Leased (3) |

| Kampala, Uganda | | Uganda Headquarters | | 8,800 | | | Leased |

| Latin America | | | | | | | |

| Buenos Aires, Argentina | | Argentina Headquarters | | 24,500 | | | Leased |

| Sao Paulo, Brazil | | Brazil Headquarters | | 44,900 | | | Leased |

| Santiago, Chile | | Chile Headquarters | | 6,900 | | | Leased |

| Bogota, Colombia | | Colombia Headquarters | | 13,800 | | | Leased (4) |

| San Jose, Costa Rica | | Costa Rica Headquarters | | 2,400 | | | Leased |

| Mexico City, Mexico | | Mexico Headquarters | | 44,900 | | | Leased |

| Asunción, Paraguay | | Paraguay Headquarters | | 900 | | | Leased |

| Lima, Peru | | Peru Headquarters | | 3,700 | | | Leased |

_______________

| | |

| --- | --- |

| (1) | The owned Cary facility is approximately 48,300 square feet. Currently, our offices occupy approximately 44,300 square feet. We lease the remaining space to an unaffiliated tenant. In addition, we lease approximately 31,200 square feet of office space in Cary, NC for our U.S. Tower Division, Managed Networks and Innovation function. |

| (2) | We lease two office spaces that together occupy an aggregate of approximately 12,500 square feet. |

| (3) | We lease two office spaces that together occupy an aggregate of approximately 27,100 square feet. |

| (4) | We lease two office spaces that together occupy an aggregate of approximately 13,800 square feet. |

[removed: PART II][added: PART II]

As of February [removed: 20, 2019,] [added: 18, 2020,] we had [removed: 441,134,906] [added: 442,911,804] outstanding shares of common stock and [removed: 145] [added: 151] registered holders.

[removed: Dividends][added: Dividends]

[removed: Performance Graph][added: Performance Graph]

[removed: This] [added: *This] performance graph is furnished and shall not be deemed ‘‘filed’’ with the SEC or subject to Section 18 of the Exchange Act, nor shall it be deemed incorporated by reference in any of our filings under the Securities Act of 1933, as [removed: amended.][added: amended.*]

The performance graph assumes that on December 31, [removed: 2013,] [added: 2014,] $100 was invested in each of our common stock, the S&P 500 Index, the Dow Jones U.S. Telecommunications Equipment Index and the FTSE Nareit All Equity REITs Index.

[removed: ][added: ]

| | | [removed: Cumulative] [added: Cumulative] Total [removed: Returns] [added: Returns] | | | | | | | | | | | | | | | | | | | | | | |

| Dow Jones U.S. Telecommunications Equipment Index | | 100.00 | | | | [removed: 115.21] [added: 89.19] | | | | [removed: 102.76] [added: 106.27] | | | | [removed: 122.43] [added: 130.77] | | | | [removed: 150.65] [added: 141.92] | | | | [removed: 163.51] [added: 164.97] | | |

| FTSE Nareit All Equity REITs Index | | 100.00 | | | | [removed: 128.03] [added: 102.83] | | | | [removed: 131.64] [added: 111.70] | | | | [removed: 143.00] [added: 121.39] | | | | [removed: 155.41] [added: 116.48] | | | | [removed: 149.12] [added: 149.86] | | |

[removed: Issuer] [added: Issuer] Purchases of Equity [removed: Securities][added: Securities]

During the three months ended December 31, [removed: 2018,] [added: 2019,] we repurchased a total of [removed: 301,946] [added: 93,654] shares of our common stock for an aggregate of [removed: $43.6] [added: $19.6] million, including commissions and fees, pursuant to the 2011 Buyback.

[removed: We had] [added: There were] no repurchases under the 2017 Buyback.

The table below sets forth details of our repurchases under the 2011 Buyback during the three months ended December 31, [removed: 2018.][added: 2019.]

| [removed: Period] [added: Period] | | [removed: Total] [added: Total] Number of Shares Purchased [removed: (1)] [added: (1)] | | | [removed: Average] [added: Average] Price Paid per Share [removed: (2)] [added: (2)] | | | | [removed: Total] [added: Total] Number of Shares Purchased as Part of Publicly Announced Plans or [removed: Programs] [added: Programs] | | | [removed: Approximate] [added: Approximate] Dollar Value of Shares that May Yet be Purchased Under the Plans or Programs [added: (3)] | | |

| | | | | | | | | | | | | [removed: (in millions)] [added: (in millions)] | | |

[removed: | (1) | Repurchases made pursuant to the 2011 Buyback. Under this program, our management is authorized to purchase shares from time] [added: With respect] to [removed: time through] open market [removed: purchases or privately negotiated transactions at prevailing prices as permitted by securities laws and other legal requirements, and subject to market conditions and other factors. To facilitate repurchases,] [added: purchases,] we [removed: make purchases pursuant to trading] [added: may use] plans [removed: under] [added: adopted in accordance with] Rule 10b5-1 [removed: of] [added: under] the Exchange [removed: Act,] [added: Act in accordance with securities laws and other legal requirements,] which allows us to repurchase shares during periods when we otherwise might be prevented from doing so under insider trading laws or because of self-imposed trading blackout periods. [removed: This program may be discontinued at any time. |]

We have repurchased a total of [removed: 14.0] [added: 14.1] million shares of our common stock under the 2011 Buyback for an aggregate of $1.4 billion, including commissions and fees.

| | | 12/14 | | | | 12/15 | | | | 12/16 | | | | 12/17 | | | | 12/18 | | | | 12/19 | | |

| American Tower Corporation | | $ | 100.00 | | | $ | 100.00 | | | $ | 111.21 | | | $ | 153.12 | | | $ | 173.52 | | | $ | 256.55 | |

| S&P 500 Index | | 100.00 | | | | 101.38 | | | | 113.51 | | | | 138.29 | | | | 132.23 | | | | 173.86 | | |

| October 1, 2019 - October 31, 2019 | | — | | | $ | — | | | — | | | $ | — | |

| November 1, 2019 - November 30, 2019 | | 42,800 | | | $ | 209.74 | | | 42,800 | | | $ | 103.1 | |

| December 1, 2019 - December 31, 2019 | | 50,854 | | | $ | 209.59 | | | 50,854 | | | $ | 92.4 | |

| Total Fourth Quarter | | 93,654 | | | $ | 209.66 | | | 93,654 | | | $ | 92.4 | |

| (1) | Repurchases made pursuant to the 2011 Buyback. |

| (3) | Remaining under the 2011 Buyback. |

Under the Buyback Programs, our management is authorized to purchase shares from time to time through open market purchases or in privately negotiated transactions not to exceed market prices and subject to market conditions and other factors.

These programs may be discontinued at any time.

| --- | --- |

| | |

| | | 12/13 | | | | 12/14 | | | | 12/15 | | | | 12/16 | | | | 12/17 | | | | 12/18 | | |

| American Tower Corporation | | $ | 100.00 | | | $ | 125.76 | | | $ | 125.76 | | | $ | 139.86 | | | $ | 192.57 | | | $ | 218.22 | |

| S&P 500 Index | | 100.00 | | | | 113.69 | | | | 115.26 | | | | 129.05 | | | | 157.22 | | | | 150.33 | | |

| October 1, 2018 - October 31, 2018 | | 301,946 | | | $ | 144.35 | | | 301,946 | | | $ | 112.0 | |

| November 1, 2018 - November 30, 2018 | | — | | | $ | — | | | — | | | $ | — | |

| December 1, 2018 - December 31, 2018 | | — | | | $ | — | | | — | | | $ | — | |

| Total Fourth Quarter | | 301,946 | | | $ | 144.35 | | | 301,946 | | | $ | 112.0 | |

Our principal [removed: 2018] [added: 2019] acquisitions are described in note [removed: 6] [added: 7] to our consolidated financial statements included in this Annual Report.

| | | [removed: Year] [added: Year] Ended December [removed: 31,] [added: 31,] | | | | | | | | | | | | | | | | | | |

| | | [removed: 2018] [added: 2019] | | | | [removed: 2017] [added: 2018] | | | | [removed: 2016] [added: 2017] | | | | [removed: 2015] [added: 2016] | | | | [removed: 2014] [added: 2015] | | |

| | | [removed: (In] [added: (In] millions, except share and per share [removed: data)] [added: data)] | | | | | | | | | | | | | | | | | | |

| [removed: Statements] [added: Statements] of Operations [removed: Data:] [added: Data:] | | | | | | | | | | | | | | | | | | | | |

| Property | | $ | [removed: 7,314.7] [added: 7,464.9] | | | $ | [removed: 6,565.9] [added: 7,314.7] | | | $ | [removed: 5,713.1] [added: 6,565.9] | | | $ | [removed: 4,680.4] [added: 5,713.1] | | | $ | [removed: 4,006.9] [added: 4,680.4] | |

| Services | | [removed: 125.4] [added: 115.4] | | | | [removed: 98.0] [added: 125.4] | | | | [removed: 72.6] [added: 98.0] | | | | [removed: 91.1] [added: 72.6] | | | | [removed: 93.1] [added: 91.1] | | |

| Total operating revenues | | [removed: 7,440.1] [added: 7,580.3] | | | | [removed: 6,663.9] [added: 7,440.1] | | | | [removed: 5,785.7] [added: 6,663.9] | | | | [removed: 4,771.5] [added: 5,785.7] | | | | [removed: 4,100.0] [added: 4,771.5] | | |

| Property | | [removed: 2,128.7] [added: 2,173.7] | | | | [removed: 2,022.0] [added: 2,128.7] | | | | [removed: 1,762.7] [added: 2,022.0] | | | | [removed: 1,275.4] [added: 1,762.7] | | | | [removed: 1,056.2] [added: 1,275.4] | | |

| Services | | [removed: 49.1] [added: 43.1] | | | | [removed: 34.6] [added: 49.1] | | | | [removed: 27.7] [added: 34.6] | | | | [removed: 33.4] [added: 27.7] | | | | [removed: 38.1] [added: 33.4] | | |

| Depreciation, amortization and accretion | | [removed: 2,110.8] [added: 1,778.4] | | | | [removed: 1,715.9] [added: 2,110.8] | | | | [removed: 1,525.6] [added: 1,715.9] | | | | [removed: 1,285.3] [added: 1,525.6] | | | | [removed: 1,003.8] [added: 1,285.3] | | |

| Selling, general, administrative and development expense | | [removed: 733.2] [added: 730.4] | | | | [removed: 637.0] [added: 733.2] | | | | [removed: 543.4] [added: 637.0] | | | | [removed: 497.8] [added: 543.4] | | | | [removed: 446.5] [added: 497.8] | | |

| Other operating expenses | | [removed: 513.3] [added: 166.3] | | | | [removed: 256.0] [added: 513.3] | | | | [removed: 73.3] [added: 256.0] | | | | [removed: 66.8] [added: 73.3] | | | | [removed: 68.5] [added: 66.8] | | |

| Total operating expenses | | [removed: 5,535.1] [added: 4,891.9] | | | | [removed: 4,665.5] [added: 5,535.1] | | | | [removed: 3,932.7] [added: 4,665.5] | | | | [removed: 3,158.7] [added: 3,932.7] | | | | [removed: 2,613.1] [added: 3,158.7] | | |

| Operating income | | [removed: 1,905.0] [added: 2,688.4] | | | | [removed: 1,998.4] [added: 1,905.0] | | | | [removed: 1,853.0] [added: 1,998.4] | | | | [removed: 1,612.8] [added: 1,853.0] | | | | [removed: 1,486.9] [added: 1,612.8] | | |

| Interest (expense) income, TV Azteca, net | | [added: — | | | |] (0.1 | | ) | | 10.8 | | | | 10.9 | | | | 11.2 | | | [removed: | 10.5 | | |]

| Interest income | | [removed: 54.7] [added: 46.8] | | | | [removed: 35.4] [added: 54.7] | | | | [removed: 25.6] [added: 35.4] | | | | [removed: 16.5] [added: 25.6] | | | | [removed: 14.0] [added: 16.5] | | |

| Interest expense | | [removed: (825.5] [added: (814.2] | | ) | | [removed: (749.6] [added: (825.5] | | ) | | [removed: (717.1] [added: (749.6] | | ) | | [removed: (595.9] [added: (717.1] | | ) | | [removed: (580.2] [added: (595.9] | | ) |

| (Loss) gain on retirement of long-term obligations | | [removed: (3.3] [added: (22.2] | | ) | | [removed: (70.2] [added: (3.3] | | ) | | [removed: 1.2] [added: (70.2] | | [added: )] | | [removed: (79.6] [added: 1.2] | | [removed: )] | | [removed: (3.5] [added: (79.6] | | ) |

| Other income (expense) (1) | | [removed: 23.8] [added: 17.6] | | | | [removed: 31.3] [added: 23.8] | | | | [removed: (47.7] [added: 31.3] | | [removed: )] | | [removed: (135.0] [added: (47.7] | | ) | | [removed: (62.0] [added: (135.0] | | ) |

| Income from continuing operations before income taxes | | [removed: 1,154.6] [added: 1,916.4] | | | | [removed: 1,256.1] [added: 1,154.6] | | | | [removed: 1,125.9] [added: 1,256.1] | | | | [removed: 830.0] [added: 1,125.9] | | | | [removed: 865.7] [added: 830.0] | | |

| Income tax benefit (provision) | | [removed: 110.1] [added: 0.2] | | | | [removed: (30.7] [added: 110.1] | | [removed: )] | | [removed: (155.5] [added: (30.7] | | ) | | [removed: (158.0] [added: (155.5] | | ) | | [removed: (62.5] [added: (158.0] | | ) |

| Net income | | [removed: 1,264.7] [added: 1,916.6] | | | | [removed: 1,225.4] [added: 1,264.7] | | | | [removed: 970.4] [added: 1,225.4] | | | | [removed: 672.0] [added: 970.4] | | | | [removed: 803.2] [added: 672.0] | | |

| Net (income) loss attributable to noncontrolling interests | | [added: (28.8 | | ) | |] (28.3 | | ) | | 13.5 | | | | (14.0 | | ) | | 13.1 | | | [removed: | 21.7 | | |]

| Net income attributable to American Tower Corporation stockholders | | [removed: 1,236.4] [added: 1,887.8] | | | | [removed: 1,238.9] [added: 1,236.4] | | | | [removed: 956.4] [added: 1,238.9] | | | | [removed: 685.1] [added: 956.4] | | | | [removed: 824.9] [added: 685.1] | | |

| Dividends on preferred stock | | [removed: (9.4] [added: —] | | [removed: )] | | [removed: (87.4] [added: (9.4] | | ) | | [removed: (107.1] [added: (87.4] | | ) | | [removed: (90.2] [added: (107.1] | | ) | | [removed: (23.9] [added: (90.2] | | ) |

| Net income attributable to American Tower Corporation common stockholders | | $ | [removed: 1,227.0] [added: 1,887.8] | | | $ | [removed: 1,151.5] [added: 1,227.0] | | | $ | [removed: 849.3] [added: 1,151.5] | | | $ | [removed: 594.9] [added: 849.3] | | | $ | [removed: 801.0] [added: 594.9] | |

| Basic net income attributable to American Tower Corporation common stockholders | | $ | [removed: 2.79] [added: 4.27] | | | $ | [removed: 2.69] [added: 2.79] | | | $ | [removed: 2.00] [added: 2.69] | | | $ | [removed: 1.42] [added: 2.00] | | | $ | [removed: 2.02] [added: 1.42] | |

| Diluted net income attributable to American Tower Corporation common stockholders | | $ | [removed: 2.77] [added: 4.24] | | | $ | [removed: 2.67] [added: 2.77] | | | $ | [removed: 1.98] [added: 2.67] | | | $ | [removed: 1.41] [added: 1.98] | | | $ | [removed: 2.00] [added: 1.41] | |

| Basic | | [removed: 439,606] [added: 442,319] | | | | [removed: 428,181] [added: 439,606] | | | | [removed: 425,143] [added: 428,181] | | | | [removed: 418,907] [added: 425,143] | | | | [removed: 395,958] [added: 418,907] | | |

| Diluted | | [removed: 442,960] [added: 445,520] | | | | [removed: 431,688] [added: 442,960] | | | | [removed: 429,283] [added: 431,688] | | | | [removed: 423,015] [added: 429,283] | | | | [removed: 400,086] [added: 423,015] | | |

| Distribution declared per common share | | $ | [removed: 3.15] [added: 3.78] | | | $ | [removed: 2.62] [added: 3.15] | | | $ | [removed: 2.17] [added: 2.62] | | | $ | [removed: 1.81] [added: 2.17] | | | $ | [removed: 1.40] [added: 1.81] | |

| Distribution declared per preferred share, Series A | | $ | — | | | $ | [removed: 2.63] [added: —] | | | $ | [removed: 5.25] [added: 2.63] | | | $ | [removed: 3.94] [added: 5.25] | | | $ | [removed: 3.98] [added: 3.94] | |

| Distribution declared per preferred share, Series B | | $ | [removed: 13.75] [added: —] | | | $ | [removed: 55.00] [added: 13.75] | | | $ | 55.00 | | | $ | [removed: 38.65] [added: 55.00] | | | $ | [removed: —] [added: 38.65] | |

| | | [removed: As] [added: As] of December [removed: 31,] [added: 31,] | | | | | | | | | | | | | | | | | | |

| | | [removed: 2018] [added: 2019] | | | | [removed: 2017] [added: 2018] | | | | [removed: 2016] [added: 2017] | | | | [removed: 2015] [added: 2016] | | | | [removed: 2014 (2)] [added: 2015] | | |

| | | [removed: (In millions)] [added: (In millions)] | | | | | | | | | | | | | | | | | | |

| [removed: Balance] [added: Balance] Sheet [removed: Data:] [added: Data:] | | | | | | | | | | | | | | | | | | | | |

| Cash and cash equivalents (including restricted cash) [removed: (3)] [added: (2)] | | $ | [removed: 1,304.9] [added: 1,578.0] | | | $ | [removed: 954.9] [added: 1,304.9] | | | $ | [removed: 936.5] [added: 954.9] | | | $ | [removed: 462.9] [added: 936.5] | | | $ | [removed: 473.7] [added: 462.9] | |

| Property and equipment, net | | [removed: 11,247.1] [added: 12,084.4] | | | | [removed: 11,101.0] [added: 11,247.1] | | | | [removed: 10,517.3] [added: 11,101.0] | | | | [removed: 9,866.4] [added: 10,517.3] | | | | [removed: 7,590.1] [added: 9,866.4] | | |

| (3) | Total assets as of December 31, 2019 includes the Right-of-use asset recognized in connection with our adoption of the new lease accounting standard described in note 1 to our consolidated financial statements included in this Annual Report |

| (2) | Balances have been revised to reflect debt issuance cost adjustments and purchase accounting measurement period adjustments for the year ended December 31, 2014. |

[removed: Disclosure] [added: Disclosure] Controls and [removed: Procedures][added: Procedures]

Based on this evaluation, our principal executive officer and principal financial officer concluded that these disclosure controls and procedures were effective as of December 31, [removed: 2018] [added: 2019] and designed to ensure that the information required to be disclosed in our reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the requisite time periods specified in the applicable rules and forms, and that it is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure.

[removed: Management’s] [added: Management’s] Annual Report on Internal Control over Financial [removed: Reporting][added: Reporting]

Our management assessed the effectiveness of our internal control over financial reporting as of December 31, [removed: 2018.][added: 2019.]

In making its assessment of internal control over financial reporting, our management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission in [removed: Internal] [added: *Internal] Control—Integrated Framework [removed: (2013).][added: (2013)*.]

Based on this assessment, management concluded that, as of December 31, [removed: 2018,] [added: 2019,] our internal control over financial reporting is effective.

[removed: Changes] [added: Changes] in Internal Control over Financial [removed: Reporting][added: Reporting]

There have been no changes in our internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act) during the fiscal quarter ended December 31, [removed: 2018] [added: 2019] that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

[removed: REPORT] [added: REPORT] OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING [removed: FIRM][added: FIRM]

[removed: Opinion] [added: Opinion] on Internal Control over Financial [removed: Reporting][added: Reporting]

We have audited the internal control over financial reporting of American Tower Corporation and subsidiaries (the “Company”) as of December 31, [removed: 2018,] [added: 2019,] based on criteria established in [removed: Internal] [added: *Internal] Control - Integrated Framework [removed: (2013)] [added: (2013)*] issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2018,] [added: 2019,] based on criteria established in [removed: Internal] [added: *Internal] Control - Integrated Framework [removed: (2013)] [added: (2013)*] issued by COSO.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 31, [removed: 2018,] [added: 2019,] of the Company and our report dated February [removed: 27, 2019,] [added: 25, 2020,] expressed an unqualified opinion on those financial [removed: statements.][added: statements and included an explanatory paragraph related to the Company’s adoption of FASB Accounting Standards Update 2016-02, *Leases (Topic 842)*, on January 1, 2019.]

[removed: Basis] [added: Basis] for [removed: Opinion][added: Opinion]

[removed: Definition] [added: Definition] and Limitations of Internal Control over Financial [removed: Reporting][added: Reporting]

[removed: PART III][added: PART III]

As discussed in Item 1 of this Annual Report under the caption “Business” and in note 7 to our consolidated financial statements included in this Annual Report, we completed our acquisition of Eaton Towers on December 31, 2019.

As permitted by the rules and regulations of the SEC, we excluded from our assessment the internal control over financial reporting at Eaton Towers, whose financial statements reflect total assets and revenues constituting 6% and 0%, respectively, of the consolidated financial statement amounts as of, and for the year ended, December 31, 2019.

As set forth above, we excluded from our assessment the internal control over financial reporting at Eaton Towers for the year ended December 31, 2019.

We consider Eaton Towers material to our results of operations, financial position and cash flows, and we are in the process of integrating the internal control procedures of Eaton Towers into our internal control structure.

As described in Management’s Annual Report on Internal Control over Financial Reporting, management excluded from its assessment the internal control over financial reporting at Eaton Towers Holdings Limited (“Eaton Towers”), which was acquired on December 31, 2019, and whose financial statements constitute 6% of total assets and 0% of net revenues of the consolidated financial statement amounts as of and for the year ended December 31, 2019.

Accordingly, our audit did not include the internal control over financial reporting at Eaton Towers.

February 25, 2020

February 27, 2019

Our executive officers and their respective ages and positions as of February [removed: 20, 2019] [added: 18, 2020] are set forth below:

| James D. [removed: Taiclet, Jr.] [added: Taiclet] | | [removed: 58] [added: 59] | | | Chairman, President and Chief Executive Officer |

| Thomas A. Bartlett | | [removed: 60] [added: 61] | | | Executive Vice President and Chief Financial Officer |

| Edmund DiSanto | | [removed: 66] [added: 67] | | | Executive Vice President, Chief Administrative Officer, General Counsel and Secretary |

| [removed: William H. Hess] [added: Olivier Puech] | | [removed: 55] [added: 52] | | | Executive Vice President and [removed: Chairman,] [added: President,] Latin America and EMEA |

| Robert J. Meyer, Jr. | | [removed: 55] [added: 56] | | | Senior Vice [removed: President, Finance] [added: President] and [removed: Corporate Controller] [added: Chief Accounting Officer] |

[removed: | Olivier Puech | | 51 | | |] [added: Olivier Puech is our] Executive Vice President and President, Latin America and [removed: EMEA |][added: EMEA.]

| Amit Sharma | | [removed: 68] [added: 69] | | | Executive Vice President and President, Asia |

| Steven O. Vondran | | [removed: 48] [added: 49] | | | Executive Vice President and President, U.S. Tower Division |

[removed: James] [added: James] D.

[removed: Taiclet, Jr.] [added: Taiclet] is our Chairman, President and Chief Executive Officer.

[removed: Thomas] [added: Thomas] A.

[removed: Bartlett] [added: Bartlett] is our Executive Vice President and Chief Financial Officer.

Mr. Bartlett [removed: also] served as our Treasurer from February 2012 to December 2013, and again from July 2017 to August 2018.

Prior to joining [removed: us in April 2009,] [added: us,] Mr. Bartlett served as Senior Vice President and Corporate Controller with Verizon Communications, Inc. from November 2005 to March 2009.

[removed: Edmund DiSanto] [added: Edmund DiSanto] is our Executive Vice President, Chief Administrative Officer, General Counsel and Secretary.

[removed: Robert] [added: Robert] J.

Meyer, [removed: Jr.] [added: Jr.] is our Senior Vice [removed: President, Finance] [added: President] and [removed: Corporate Controller.][added: Chief Accounting Officer.]

Prior to that, from 1997 to 1998, Mr. Meyer served as Director of Financial Planning and Analysis at First Security Services Corp. Mr. Meyer earned a Masters in Finance from Bentley University and a Bachelor of Science in Accounting from Marquette University, and is [removed: also] a Certified Public Accountant.

[removed: Amit Sharma] [added: Amit Sharma] is our Executive Vice President and President, Asia.

[removed: Steven] [added: Steven] O.

[removed: Vondran] [added: Vondran] is our Executive Vice President and President, U.S. Tower Division.

In September 2018, Mr. Vondran was appointed director of CTIA - the Wireless Association, and [removed: in October 2018, he was appointed] [added: served as] chairperson of WIA - The Wireless Infrastructure Association, formerly known as [removed: PCIA.][added: PCIA, from October 2018 to March 2019.]

Mr. Bartlett joined us in April 2009 as Executive Vice President and Chief Financial Officer.

Mr. DiSanto also currently serves as a Strategic Officer at the World Economic Forum.

Mr. Meyer joined us in August 2008 as our Senior Vice President, Finance and Corporate Controller and served in that role until January 2020 when he was appointed to his current position.

In June 2019, Mr. Puech was appointed by the U.S. Secretary of Commerce to serve on the President’s Advisory Counsel on Doing Business in Africa.

William H.

Hess is our Executive Vice President and Chairman, Latin America and EMEA.

Mr. Hess served as our Executive Vice President, International Operations and President, Latin America and EMEA from March 2009 until October 2018, at which time he was appointed to his current position.

Mr. Hess joined us in March 2001 as Chief Financial Officer of American Tower International and was appointed Executive Vice President in June 2001.

Mr. Hess was appointed Executive Vice President, General Counsel in September 2002, and in February 2007, Mr. Hess was appointed Executive Vice President, International Operations.

Mr. Hess relinquished the position of General Counsel in April 2007 when he was named President of our Latin American operations.

In March 2009, Mr. Hess also became responsible for the Europe, Middle East and Africa (EMEA) territory.

Prior to joining us, Mr. Hess had been a partner in the corporate and finance practice group of the law firm of King & Spalding LLP, which he joined in 1990.

Prior to attending law school, Mr. Hess practiced as a Certified Public Accountant with Arthur Young & Co. Mr. Hess received a J.D. from Vanderbilt University School of Law and is a graduate of Harding University.

Mr. Hess is on the Board of Trustees of the U.S.-Africa Business Center for the U.S. Chamber of Commerce and a participant of the World Economic Forum.

Mr. Meyer joined us in August 2008.

Olivier Puech is our Executive Vice President and President, Latin America and EMEA.

[removed: PART IV][added: PART IV]

[added: *Financial Statements.*] See Index to Consolidated Financial Statements, which appears on page F-1 hereof.

[added: *Financial Statement Schedules.*] American Tower Corporation and Subsidiaries Schedule III – Schedule of Real Estate and Accumulated Depreciation is filed herewith in response to this Item.

[added: *Exhibits.*] See Index to Exhibits.

[removed: INDEX] [added: INDEX] TO [removed: EXHIBITS][added: EXHIBITS]

| [removed: Exhibit No.] [added: Exhibit No.] | | [removed: Description] [added: Description] of [removed: Document] [added: Document] | | [removed: Exhibit File No.] [added: Form] | [added: | File No. | | Date of Filing | | Exhibit No. |]

| 2.1 | | [Agreement and Plan of Merger by and between American Tower Corporation and American Tower REIT, Inc., dated as of August 24, 2011](http://www.sec.gov/Archives/edgar/data/1053507/000119312511232490/dex21.htm) | | [added: 8-K | | 001-14195 | | August 25, 2011 | |] 2.1 [removed: (11)] |

| 3.1 | | [Restated Certificate of Incorporation of the Company as filed with the Secretary of State of the State of Delaware, effective as of December 31, 2011](http://www.sec.gov/Archives/edgar/data/1053507/000119312512000101/d273408dex31.htm) | | [added: 8-K | | 001-14195 | | January 3, 2012 | |] 3.1 [removed: (13)] |

| 3.2 | | [Certificate of Merger, effective as of December 31, 2011](http://www.sec.gov/Archives/edgar/data/1053507/000119312512000101/d273408dex32.htm) | | [added: 8-K | | 001-14195 | | January 3, 2012 | |] 3.2 [removed: (13)] |

| 3.3 | | [Amended and Restated By-Laws of the Company, effective as of February 12, 2016](http://www.sec.gov/Archives/edgar/data/1053507/000105350716000012/d242742d8k.htm) | | [added: 8-K | | 001-14195 | | February 16, 2016 | |] 3.1 [removed: (32)] |

| 4.1 | | [Indenture dated as of May 13, 2010, by and between the Company and The Bank of New York Mellon Trust Company N.A., as Trustee](http://www.sec.gov/Archives/edgar/data/1053507/000119312510119082/dex43.htm) | | [added: S-3ASR | | 333-166805 | | May 13, 2010 | |] 4.3 [removed: (9)] |

| [removed: 4.2] [added: 4.5] | | [Indenture dated as of May 23, 2013, by and between the Company and U.S. Bank National Association, as Trustee](http://www.sec.gov/Archives/edgar/data/1053507/000119312513233655/d543370dex412.htm) | | [added: S-3ASR | | 333-188812 | | May 23, 2013 | |] 4.12 [removed: (18)] |

| 4.3 | | [Supplemental Indenture No. [removed: 1,] [added: 5,] dated as of [removed: August 16, 2010,] [added: March 12, 2012,] to Indenture dated as of May 13, 2010, by and between the Company and The Bank of New York Mellon Trust Company N.A., as Trustee, for the [removed: 5.050%] [added: 4.70%] Senior Notes due [removed: 2020](http://www.sec.gov/Archives/edgar/data/1053507/000119312510250228/dex4.htm)] [added: 2022](http://www.sec.gov/Archives/edgar/data/1053507/000119312512109963/d313674dex41.htm)] | | [removed: 4 (10)] [added: 8-K] | [added: | 001-14195 | | March 12, 2012 | | 4.1 |]

| 4.4 | | [Supplemental Indenture No. [removed: 3,] [added: 6,] dated as of [removed: October 6, 2011,] [added: January 8, 2013,] to Indenture dated as of May 13, 2010, by and between the Company and The Bank of New York Mellon Trust Company N.A., as Trustee, for the [removed: 5.900%] [added: 3.50%] Senior Notes due [removed: 2021](http://www.sec.gov/Archives/edgar/data/1053507/000119312511265789/d240352dex41.htm)] [added: 2023](http://www.sec.gov/Archives/edgar/data/1053507/000119312513006971/d463734dex41.htm)] | | [added: 8-K | | 001-14195 | | January 8, 2013 | |] 4.1 [removed: (12)] |

| [removed: 4.5] [added: 4.2] | | [Supplemental Indenture No. 4, dated as of December 30, 2011, to Indenture dated as of May 13, 2010, by and among, the Predecessor Registrant, the Company and The Bank of New York Mellon Trust Company N.A., as Trustee](http://www.sec.gov/Archives/edgar/data/1053507/000119312512000101/d273408dex46.htm) | | [added: 8-K | | 001-14195 | | January 3, 2012 | |] 4.6 [removed: (13)] |

| 4.6 | | [Supplemental Indenture No. [removed: 5,] [added: 1,] dated as of [removed: March 12, 2012,] [added: August 19, 2013,] to Indenture dated as of May [removed: 13, 2010,] [added: 23, 2013,] by and between the Company and [removed: The] [added: U.S.] Bank [removed: of New York Mellon Trust Company N.A.,] [added: National Association,] as Trustee, for the [removed: 4.70%] [added: 5.00%] Senior Notes due [removed: 2022](http://www.sec.gov/Archives/edgar/data/1053507/000119312512109963/d313674dex41.htm)] [added: 2024](http://www.sec.gov/Archives/edgar/data/1053507/000119312513339678/d587876dex41.htm)] | | [added: 8-K | | 001-14195 | | August 19, 2013 | |] 4.1 [removed: (14)] |