American Tower (AMT) 10-K risk factor changes: FY2024 vs FY2023
The 2024-12-31 10-K against the 2023-12-31 one, compared heading by heading and sentence by sentence.
Item 1A51 rewritten29 added28 removed223 unchanged
All filing items1,411 rewritten1,045 added591 removed2,523 unchanged
Summary
counted, not written
- Item 1A lists 21 risk factor headings: 0 new, 6 reworded and 15 unchanged since FY2023. 1 heading from FY2023 no longer appears.
- Sentence by sentence, 1,045 added, 591 removed, 1,411 rewritten and 2,523 unchanged across 13 items that differ.
New Item 1A headings (0)
No risk factor heading in this filing is absent from FY2023.
Removed Item 1A headings (1)
- Our costs could increase and our revenues could decrease due to perceived health risks from radio emissions, especially if these perceived risks are substantiated.
Reworded Item 1A headings (6)
- Competition to [added: build or] purchase assets could adversely affect our ability to achieve our return on investment criteria.
[removed: Strategic partnerships][added: Divestitures] and[removed: divestitures, such as the Pending ATC TIPL Transaction,][added: strategic partnerships] may materially and adversely affect our financial condition, results of operations or cash flows.- Our leverage and debt service obligations, including during a
[removed: rising][added: high] interest rates environment, may materially and adversely affect our ability to raise additional financing to fund capital expenditures, future growth and expansion initiatives and may reduce funds available to satisfy our distribution requirements. [removed: Rising][added: High] inflation may adversely affect us by increasing costs beyond what we can recover through price increases.- Our expansion [added: and operational] 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 risk.
- Our towers, fiber networks, data centers or computer systems may be affected by natural disasters (including as a result of climate
[removed: change)][added: change), public perception of health risks] and other unforeseen events for which our insurance may not provide adequate coverage or result in increased insurance premiums.
A heading is new when no FY2023 heading matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. All current risk factor headings.
Sentences by item
24 items, with every count and a link to each item that changed
| Item | Added | Removed | Rewritten | Unchanged |
|---|---|---|---|---|
| Item 1A. RISK FACTORS | 29 | 28 | 51 | 223 |
| Item 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS | 341 | 174 | 303 | 375 |
| Item 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK | 5 | 5 | 12 | 22 |
| Item 1. BUSINESS | 27 | 47 | 62 | 184 |
| Item 3. LEGAL PROCEEDINGS | 0 | 0 | 0 | 4 |
| Cover and table of contents | 9 | 6 | 48 | 97 |
| Item 1B. UNRESOLVED STAFF COMMENTS | 0 | 0 | 0 | 3 |
| Item 1C. CYBERSECURITY | 5 | 3 | 9 | 37 |
| Item 2. PROPERTIES | 1 | 0 | 12 | 23 |
| Item 4. MINE SAFETY DISCLOSURES | 0 | 0 | 0 | 4 |
| Item 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES | 3 | 3 | 5 | 15 |
| Item 6. [RESERVED] | 0 | 0 | 0 | 3 |
| Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA | 0 | 0 | 0 | 3 |
| Item 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE | 0 | 0 | 0 | 3 |
| Item 9A. CONTROLS AND PROCEDURES | 1 | 1 | 7 | 29 |
| Item 9B. OTHER INFORMATION. | 1 | 9 | 0 | 4 |
| Item 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS. | 0 | 0 | 0 | 4 |
| Item 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE | 27 | 14 | 17 | 51 |
| Item 11. EXECUTIVE COMPENSATION | 0 | 0 | 0 | 3 |
| Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS | 0 | 0 | 0 | 3 |
| Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE | 0 | 0 | 0 | 4 |
| Item 14. PRINCIPAL ACCOUNTING FEES AND SERVICES | 0 | 0 | 0 | 4 |
| Item 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES | 16 | 1 | 82 | 164 |
| Item 16. FORM 10-K SUMMARY | 580 | 300 | 803 | 1,261 |
Underlined words on a shaded ground are new in FY2024; struck-through words were in FY2023. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. RISK FACTORS
51 rewritten, 29 added, 28 removed, 223 unchanged
- a decrease in demand for wireless or colocation services, including due to general economic conditions, [added: changes in global tariff or trade policies or regulations,] disruption in the financial and credit markets or global social, political or health crises, inflation, slowing growth, [removed: rising] [added: high] interest rates or recession;
One or more of our customers, 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 [removed: (including] [added: (such as] those from the imposition of [removed: taxes, fees, regulations or judicial interpretations of regulations, and any associated penalties or interest, which may be substantial) or otherwise.]
In addition, many of our customers and potential customers rely on capital raising activities to fund their operations and capital expenditures, which may be more difficult or expensive in the event of downturns in the economy or disruptions in the financial and credit markets, such as the current environment driven by the significant [removed: disruptions] [added: challenges] caused by factors such as inflation, [removed: rising] [added: currency devaluations and other foreign currency exchange rate volatility, higher] interest rates and supply chain disruptions.
If we are forced to resolve any of these disputes through [removed: litigation,] [added: litigation or arbitration,] our relationship with the applicable customer could be terminated or damaged, which could lead to decreased revenue or increased costs, resulting in a corresponding adverse effect on our business, results of operations or financial condition.
In addition, extensive sharing of site [removed: infrastructure,] [added: infrastructure through RAN sharing,] roaming or resale arrangements among wireless service providers, including due to increases in advanced network technology such as 5G, 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 customers’ networks may become redundant.
[removed: We may not be able to renew existing customer leases] or enter into new [removed: customer] leases, [removed: 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 an adverse impact on our results of operations and growth rate.
Our expansion [added: and operational] 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 risk.
Integration may be difficult and unpredictable for many reasons, including, among other things, [added: increased construction costs or supply chain disruptions,] portfolios without requisite permits, differing systems, cultural differences, conflicting policies, procedures and operations or with incomplete information.
[removed: These could result from numerous factors, including limited] power availability and grid distribution constraints due to current high demand, human error, equipment failure, physical, electronic and cybersecurity breaches, fire, earthquake, hurricane, flood, tornado and other natural disasters, extreme temperatures, water damage, fiber cuts, power loss, terrorist acts, sabotage and vandalism, global pandemics or health emergencies and failure of business partners.
As a result, service [removed: interruptions or] [added: interruptions, increased construction costs,] significant equipment damage in our data centers [added: and failing to recruit and develop qualified personnel] could result in difficulty maintaining service level commitments to these customers and potential claims related to such failures.
Our platform expansion [added: growth] initiatives may not be successful, or we may be required to record impairment charges for our goodwill or for other intangible assets, which could have [removed: a material] [added: an] adverse effect on our business, results of operations or financial condition, and could limit our continued investments in such platform expansion initiatives.
Similarly, our data center site infrastructure may become antiquated due to the development of new systems that deliver power to, or eliminate heat from, the servers and other customer equipment that we house or [added: due to] the development of new [removed: technology] [added: technology, such as artificial intelligence, which is potentially more power-intensive,] that requires levels of power and cooling density that our facilities [removed: are] [added: may] not [added: be] designed to provide.
Competition to [added: build or] purchase assets could adversely affect our ability to achieve our return on investment criteria.
We may experience increased competition for [removed: the acquisition of communications infrastructure assets or] contracts to build [removed: new] [added: or acquire] communications infrastructure [removed: assets for customers,] [added: assets,] which could [removed: make the acquisition of high-quality assets significantly more costly or prohibitive or] cause us to lose [added: such] contracts [removed: to build new sites.][added: or make them significantly more costly.]
Some of our competitors are larger and may have greater financial resources than we do, while other competitors may apply less stringent investment criteria or less stringent contractual terms than we [removed: do.][added: have.]
In addition, we may not anticipate [added: or be able to address] increased competition entering a particular market or competing for the [added: build or acquisition of the] same assets.
Higher prices [added: or less favorable terms] for [added: the construction or acquisition of] assets or the failure to [added: build or otherwise] add new assets to our portfolio could make it more difficult to achieve our anticipated returns on investment or future growth, which could materially and adversely affect our business, results of operations or financial condition.
[removed: Strategic partnerships] [added: Divestitures] and [removed: divestitures, such as the Pending ATC TIPL Transaction,] [added: strategic partnerships] may materially and adversely affect our financial condition, results of operations or cash flows.
[removed: As] [added: Furthermore, as] we continue to engage in partnership opportunities to support our expansion initiatives, our partners may have business or economic goals that are inconsistent or conflict with ours, be in positions to take action contrary to our interests, policies or objectives, have competing interests in our, or other, markets that could create conflict of interest issues, withhold consents contrary to our requests or become unable or unwilling to fulfill their commitments, any of which could present [removed: governance] challenges with multiple partners or expose us to additional liabilities or costs, including requiring us to assume and fulfill the obligations of that partnership or to execute buyouts of [removed: their] [added: our partners’] interests.
[removed: Furthermore, we] [added: We] continually evaluate the performance, capital needs and strategic fit of all of our businesses and, as a result of such evaluation, may sell some or all of the equity interests in a particular business or components of a business.
Divestitures involve risks, including difficulties in the separation of operations, services, products and [removed: personnel.][added: personnel or requirements to obtain consents from third parties.]
[removed: We cannot assure you that we will be successful in managing these or any] other significant risks that we may encounter related to the divestiture of a business.
Our leverage and debt service obligations, including during a [removed: rising] [added: high] interest rates environment, may materially and adversely affect our ability to raise additional financing to fund capital expenditures, future growth and expansion initiatives and may reduce funds available to satisfy our distribution requirements.
- limiting our ability to obtain additional debt or equity financing, thereby placing us at a possible competitive disadvantage to less leveraged competitors and competitors that may have better access to capital resources, including with respect to acquiring [added: or building] assets; and
Further, market volatility and disruption caused by factors such as inflation, [removed: rising] [added: higher] interest rates and supply chain disruptions may impact our ability to raise additional capital through debt and equity financing activities or our ability to repay or refinance maturing liabilities, or impact the terms of any new obligations, which in turn may have an adverse impact on our credit ratings.
Such [removed: rate increases] [added: elevated rates] have [added: a] corresponding impact to our costs of borrowing and may have an adverse impact on our ability to raise funds through the offering of our securities or through the issuance of debt due to higher debt capital costs, diminished credit availability and less favorable equity markets.
[removed: Rising] [added: High] inflation may adversely affect us by increasing costs beyond what we can recover through price increases.
The United States and other large global economies experienced historically high inflation [removed: during 2022, which continued into 2023.][added: in recent years.]
Current and future inflationary effects may be driven by, among other things, supply chain [added: disruptions, changes in trade policies, governmental stimulus or fiscal policies, as well as ongoing global military conflicts.]
[removed: In addition, should] inflation rates exceed our fixed escalator percentages in markets where our leases include fixed escalators, our returns could be adversely affected.
In an inflationary environment, such as the current economic environment, depending on the terms of our contracts and other economic conditions, we may be unable to raise prices enough to keep up with the rate of inflation or our customers may be unwilling to pay contractual [removed: increases,] [added: increases or demand discounts upon renewal,] which would reduce our profit margins and returns.
[removed: Rising inflation rates have] [added: Inflation has] also contributed to foreign currency exchange rate volatility, including in several of the markets where we operate.
The ongoing impact of inflation may continue to create foreign exchange rate instability in our international [added: markets, including in] markets [added: such as Africa and Latin America,] that could, in turn, depress the value of that market’s currency, thereby adversely impacting our business, results of operations, financial condition or the underlying value of foreign subsidiaries.
[removed: Accordingly, our] [added: Our] business is subject to risks associated with doing business internationally, including:
- 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 [removed: communications infrastructure or our international acquisitions, any of which laws, fees or requirements may be applied retroactively or with significant delay;]
- [removed: expropriation resulting in government takeover of customer operations or] governmental regulation restricting foreign ownership or requiring reversion or divestiture;
- changes in a specific country’s or region’s political or economic conditions, including [removed: inflation or] [added: inflation,] currency [removed: devaluation;][added: devaluation, coup d’états and other violent and/or unplanned transitions of power;]
Zoning authorities and community organizations are sometimes opposed to the construction of communications sites in their communities, which can delay, prevent or increase the cost of new tower [added: or data center] construction, modifications, additions of new antennas to a site or site upgrades, thereby limiting our ability to respond to customer demands.
[added: Additionally, we] have government customers for several of our communications sites and data centers, which subjects us to risks including early termination, audits, investigations, sanctions and penalties.
In addition, as of January 1, 2024, we and our subsidiaries, in principle, would be subject to the Organization for Economic Cooperation and Development (OECD) Global Anti-Base Erosion Rules (more commonly referred to as the “Pillar 2 Rules”) as [removed: promulgated by jurisdictions.]
- technological changes, including artificial intelligence, satellite technology and an increase in the use of radio access network (“RAN”) sharing among wireless service providers;
taxes, fees (including the cost of, and access to, spectrum), regulations or judicial interpretations of regulations, and any associated penalties or interest, which may be substantial) or otherwise.
We may not be able to renew existing customer leases or enter into new customer leases, or if we are able to renew
During the year ended December 31, 2024, we divested from operations in several markets, including India, Australia and New Zealand.
We cannot assure you that we will be successful in managing these or any
Federal fund rates have been elevated for several years and, although there were several rate cuts in 2024, rates could remain at current elevated levels for an extended period of time.
In addition, should
Although the Federal Reserve Board and other central banks began cutting interest rates in the latter part of 2024, interest rates remain above recent norms.
communications infrastructure or our international acquisitions, any of which laws, fees or requirements may be applied retroactively or with significant delay;
- expropriation resulting in government takeover of our or our customers’ operations;
- anti-American sentiment or adverse impacts from United States trade or foreign policy;
In some instances, government regulation restricting foreign ownership of our customers could result in loss of revenue or penalties.
In recent years, there have been some legislative proposals regarding tax laws applicable to REITs.
Any increases in tax liability could reduce the amount of cash available for other purposes.
promulgated by jurisdictions.
With changes to our portfolio, such as the divestiture of India and the CoreSite Acquisition, our ability to meet these goals may also be impacted.
The results of an audit and examination of
Additionally, to the extent we have excess cash in foreign locations that could be used in, or is needed by, our U.S. or foreign operations, we may incur significant foreign taxes to repatriate these funds, which would reduce the net amount ultimately available for such purposes.
If we were held
We continue to seek to drive organizational improvement through a variety of actions, including operational and digital transformation, integration activities, strategic initiatives and business and operating model assessments.
These initiatives can be time-consuming, disruptive to operations, and costly in the short-term.
Successfully implementing these and other initiatives throughout our operations is critical to our future competitiveness and our ability to achieve long-term profitability.
However, we cannot be certain that these initiatives will be successful in creating profit margins sufficient to sustain our current operating structure and business.
Additionally, our future success depends upon our ability to recruit and retain the services of, among others, personnel with IT, data centers and telecommunications-related skills.
There may be competition in attracting qualified personnel, and we may experience difficulty retaining and motivating existing employees and attracting qualified personnel to fill key positions.
Post-integration, certain operational complexities may remain into the mid- or long-term arising from the acquisition of assets from different sellers until they can be renegotiated, such as the requirement to manage multiple master lease agreements with differing terms with a single client.
These could result from numerous factors, including limited
Additionally, certain natural disasters or unforeseen events could lead to supply chain delays or shortages, which could impact our operational and financial performance.
If a scientific study, court decision, government agency ruling, or misinformation, disinformation or
- technological changes;
One of our largest customers in India is VIL, which represented approximately 3% of our total revenue for the year ended December 31, 2023.
As a result of the VIL Shortfall, during the year ended December 31, 2022, we determined that certain fixed and intangible assets and tenant-related intangible assets for VIL had been impaired.
In the second half of 2023, VIL began making payments in full of its monthly contractual obligations owed to us.
Additionally, the Pending ATC TIPL Transaction is subject to pre-closing terms, which may not be satisfied, as well as regulatory and governmental approval, which may prevent us from completing a transaction on acceptable terms.
If the Pending ATC TIPL Transaction does not close, additional partial payments from VIL could have further negative effects on our fixed assets, intangible assets or goodwill, could result in additional impairments and could have a material adverse effect on our business, results of operations or financial condition.
For more information on impairments in India, please see the information under the caption “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Critical Accounting Policies and Estimates” included in this Annual Report.
For more information on revenue reserves related to the VIL Shortfall, please see the information under the caption “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Results of Operations” included in this Annual Report.
Specifically with respect to our India reporting unit, we concluded that a triggering event occurred as of September 30, 2023, primarily due to indications of value received from third parties in connection with our review of various strategic alternatives for our India operations, including the potential sale of equity interests.
As a result, we performed an interim quantitative goodwill impairment test as of September 30, 2023
using, among other things, the information obtained from third parties to compare the fair value of the India reporting unit to its carrying amount, including goodwill.
The result of our interim goodwill impairment test as of September 30, 2023 indicated that the carrying amount of our India reporting unit exceeded our estimated fair value.
As a result, we recorded a goodwill impairment charge of $322.0 million as of September 30, 2023.
The goodwill impairment charge is recorded in Goodwill impairment in the accompanying consolidated statements of operations.
We expect to complete the Pending ATC TIPL Transaction in the second half of 2024.
The Pending ATC TIPL Transaction is subject to pre-closing terms, which may not be satisfied, as well as regulatory and governmental approval, which may prevent us from completing the transaction during 2024 or at all.
Further, the Pending ATC TIPL Transaction agreement terms include representations and warranties by us that are supported by indemnification obligations, and breaches could require us to indemnify the buyer for certain events, which could result in adverse impact on the expected financial benefit we expect from the Pending ATC TIPL Transaction.
The Federal Reserve Board began to raise interest rates in March 2022 for the first time in over three years, and increased the federal funds rate on four occasions during 2023.
The Federal Reserve Board and other central banks raised interest rates more aggressively and to their highest levels in the last four to five decades.
disruptions, governmental stimulus or fiscal policies, as well as ongoing global military conflicts.
The Federal Reserve Board and other central banks have recently raised interest rates to their highest levels in decades.
We anticipate that revenues from our international operations will continue to grow.
Additionally, we
For example, the definition and application of adjusted gross revenue (“AGR”) in India and associated fees and charges may have a material financial impact on certain of our customers which could affect their ability to perform their obligations under agreements with us.
safety regulations and ADA federal requirements.
detect that a cyber breach has occurred or implement security measures in a timely manner.
Our costs could increase and our revenues could decrease due to perceived health risks from radio emissions, especially if these perceived risks are substantiated.
We do not maintain any significant insurance with respect to these matters.
An excerpt. Shown here: 40 of 51 rewritten, all 29 added and all 28 removed. The counts are complete. For every sentence, read Item 1A. RISK FACTORS in the FY2024 filing and the FY2023 filing.
Item 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
303 rewritten, 341 added, 174 removed, 375 unchanged
[removed: We] [added: As a result, we now] report our results in [removed: seven segments –] [added: six segments:] U.S. & Canada property (which includes all assets in the United States and Canada, other than our data center facilities and related assets), [removed: Asia-Pacific property,] Africa [added: & APAC] property, Europe property, Latin America property, Data Centers and Services.
We refer to the business encompassing the above as our property operations, which accounted for [removed: 99%] [added: 98%] of our total revenues for the year ended December 31, [removed: 2023] [added: 2024] and includes our U.S. & Canada property, [removed: Asia-Pacific property,] Africa [added: & APAC] property, Europe property and Latin America property segments and Data Centers segment.
The following table details the number of communications sites, excluding managed sites, that we owned or operated as of December 31, [removed: 2023:][added: 2024:]
| [removed: Africa:] [added: Africa & APAC:] | | | | | | | | | | | | | | | | | | | | |
| Burkina Faso | | | | | | [removed: 731] [added: 733] | | | | | | — | | | | | | — | | |
| South Africa | | | | | | [removed: 2,692] [added: 2,517] | | | | | | — | | | | | | — | | |
| Africa [added: & APAC] total | | | | | | [removed: 24,160] [added: 26,569] | | | | | | — | | | | | | [removed: 69] [added: 73] | | |
| Europe: [removed: (4)] | | | | | | | | | | | | | | | | | | | | |
| France | | | | | | [removed: 4,096] [added: 4,189] | | | | | | 303 | | | | | | 9 | | |
| Europe total | | | | | | [removed: 30,928] [added: 31,473] | | | | | | 303 | | | | | | 10 | | |
| Costa Rica | | | | | | [removed: 705] [added: 712] | | | | | | — | | | | | | 2 | | |
| Mexico | | | | | | [removed: 9,581] [added: 9,423] | | | | | | 186 | | | | | | [removed: 92] [added: 89] | | |
| Peru | | | | | | [removed: 3,965] [added: 3,976] | | | | | | 450 | | | | | | 1 | | |
[removed: (4)During] [added: During] the year ended December 31, [removed: 2023,] [added: 2024,] we completed the sale of [removed: our subsidiary in Poland.][added: ATC TIPL.]
As of December 31, [removed: 2023,] [added: 2024,] our property portfolio included [removed: 28] [added: 29] operating data center facilities across ten markets in the United States that collectively comprise approximately 3.3 million NRSF of data center space, as detailed below:
| San Francisco Bay, CA | | | | | | [removed: 8] [added: 9] | | | | | | [removed: 939] [added: 998] | | |
| Northern Virginia, VA | | | | | | 5 | | | | | | [removed: 586] [added: 651] | | |
| Miami, FL | | | | | | 2 | | | | | | [removed: 115] [added: 89] | | |
| Denver, CO | | | | | | 2 | | | | | | [removed: 37] [added: 38] | | |
(1)Excludes approximately 0.4 million of office and light-industrial [removed: NRSF acquired as part of the CoreSite Acquisition.][added: NRSF.]
Accordingly, the vast majority of the revenue generated by our property operations during the year ended December 31, [removed: 2023] [added: 2024] was recurring revenue that we should continue to receive in [removed: future periods.]
Most of our tenant leases for our communications sites have provisions that periodically increase or “escalate” the rent due under the lease, typically based on (a) an annual fixed escalation (averaging approximately 3% in the United [removed: States) or] [added: States),] (b) an inflationary index in most of our international markets, or [added: (c)] a combination of both.
Based upon existing customer leases and foreign currency exchange rates as of December 31, [removed: 2023,] [added: 2024,] we expect to generate [removed: over $60] [added: nearly $54] billion of non-cancellable customer lease revenue over future periods, before the impact of straight-line lease accounting.
Following the rulings by the Supreme Court of India regarding carriers’ obligations for the [removed: AGR] [added: adjusted gross revenue] fees and charges prescribed by the court, we [removed: have] experienced variability and a level of uncertainty in collections in India.
The VIL OCDs were issued for an aggregate face value of 16.0 billion [removed: Indian Rupees (“INR”)] [added: INR] (approximately $193.2 million on the date of [removed: issuance) and will mature on August 27, 2024.][added: issuance).]
[added: In 2023, we initiated a strategic review of our India business, as further discussed below under “Results of Operations—Loss from Discontinued Operations, Net of Taxes.”] The strategic review concluded in January 2024 with [removed: our] [added: the] signed agreement [removed: with DIT] for the [removed: Pending] ATC TIPL Transaction.
As a result, we recorded a goodwill impairment charge of $322.0 million [removed: for] [added: in] the [added: third] quarter [removed: ended September 30, 2023.][added: of 2023 for our India reporting unit.]
During the year ended December 31, [removed: 2023,] [added: 2024,] churn was approximately [removed: 3%] [added: 2%] of our tenant billings, primarily driven by churn in our U.S. & Canada property segment, as discussed below.
- Continued data [removed: growth] [added: growth, including through increased use of artificial intelligence,] and emerging high-performance, latency-sensitive applications will drive an increased need for reliable, secure and interconnected data center solutions.
As part of our international expansion initiatives, we have targeted markets in various stages of network development to diversify our international exposure and position us to benefit from a number of different wireless technology deployments over the long [removed: term.][added: term, while benefitting from our shared global experience, capabilities and services.]
In emerging markets, such as Bangladesh, Burkina Faso, Ghana, [removed: India,] Kenya, Niger, Nigeria, the Philippines 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 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 increasingly focused on [removed: the early stages of 5G network deployments.]
Finally, in markets with more mature network technology, such as [removed: Australia,] Canada, Germany, [removed: France, New Zealand] [added: France] and Spain, carriers are focused on deploying 5G data networks to account for rapidly increasing wireless data usage among their customer base.
As a result, we expect to be able to leverage our extensive international portfolio of approximately [removed: 182,000] [added: 107,000] communications sites and the relationships we have built with our carrier tenants to drive sustainable, long\-term growth.
Demand for our communications infrastructure assets could be negatively impacted by a number of factors, including an increase in network sharing or consolidation among our [added: customers and financial difficulties for our] customers, as set forth in Item 1A of this Annual Report under the captions “Risk Factors—If our customers consolidate their operations, exit their businesses or share site infrastructure to a significant degree, our growth, revenue and ability to generate positive cash flows could be materially and adversely affected” and “Risk Factors—A substantial portion of our [added: current and projected future] revenue is derived from a small number of customers, and we are sensitive to adverse changes in the creditworthiness and financial strength of our customers.” 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 [removed: changes,or] [added: changes, or] lack thereof, in our or a customer’s business model could make our communications infrastructure leasing business less desirable and result in decreasing revenues and operating results.” Further, our customers may be subject to new regulatory policies from time to time that materially and adversely affect the demand for our communications infrastructure assets.
*Property Operations New Site Revenue Growth.* During the year ended December 31, [removed: 2023,] [added: 2024,] we grew our portfolio of communications real estate through the acquisition and construction of approximately [removed: 3,355] [added: 2,450] communications sites globally.
In a majority of our [removed: Asia-Pacific, Africa,] [added: Africa & APAC,] 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.
| New Sites (Acquired or Constructed) | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | |
| U.S. & Canada | | | [removed: 20] [added: 15] | | | | | | [removed: 55] [added: 20] | | | | | | [removed: 170] [added: 55] | | |
| Europe | | | [removed: 555] [added: 590] | | | | | | [removed: 690] [added: 555] | | | | | | [removed: 24,775] [added: 690] | | |
The divestiture qualified for presentation as discontinued operations.
See Note 22 for further discussion.
Prior to the divestiture and classification as discontinued operations, ATC TIPL’s operating results were included within the Asia-Pacific property segment.
Historical financial information included in Management’s Discussion and Analysis of Financial Condition and Results of Operations has been adjusted to reflect the operating results of ATC TIPL as discontinued operations for all periods presented.
During the year ended December 31, 2024, we also completed the sales of ATC Australia and ATC New Zealand.
The divestitures did not qualify for presentation as discontinued operations.
During the fourth quarter of 2024, following recent divestitures, including the ATC TIPL Transaction, and changes to our organizational structure, we reviewed and changed our reportable segments.
Our APAC property segment and our Africa property segment were combined into the Africa & APAC property segment.
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.
| Canada | | | | | | 226 | | | | | | — | | | | | | — | | |
| United States | | | | | | 26,583 | | | | | | 14,979 | | | | | | 434 | | |
| U.S. & Canada total | | | | | | 26,809 | | | | | | 14,979 | | | | | | 434 | | |
| Bangladesh | | | | | | 900 | | | | | | — | | | | | | — | | |
| Ghana | | | | | | 3,477 | | | | | | — | | | | | | 37 | | |
| Kenya | | | | | | 4,272 | | | | | | — | | | | | | 11 | | |
| Nigeria | | | | | | 9,079 | | | | | | — | | | | | | — | | |
| Philippines | | | | | | 373 | | | | | | — | | | | | | — | | |
| Uganda | | | | | | 4,302 | | | | | | — | | | | | | 25 | | |
| Germany | | | | | | 15,204 | | | | | | — | | | | | | — | | |
| Spain | | | | | | 12,080 | | | | | | — | | | | | | 1 | | |
| Argentina | | | | | | 498 | | | | | | — | | | | | | 11 | | |
| Brazil | | | | | | 21,171 | | | | | | 1,440 | | | | | | 124 | | |
| Chile | | | | | | 3,712 | | | | | | — | | | | | | 110 | | |
| Colombia | | | | | | 4,945 | | | | | | — | | | | | | 6 | | |
| Paraguay | | | | | | 1,451 | | | | | | — | | | | | | — | | |
| Latin America total | | | | | | 45,888 | | | | | | 2,076 | | | | | | 343 | | |
| Orlando, FL | | | | | | 1 | | | | | | 104 | | |
| Total | | | | | | 29 | | | | | | 3,343 | | |
future periods.
The ATC TIPL Transaction received all government and regulatory approvals during the three months ended September 30, 2024.
On September 12, 2024, we completed the ATC TIPL Transaction and received total consideration of 182 billion INR (approximately $2.2 billion).
ATC TIPL’s operating results are presented as discontinued operations.
See discussion below and Note 22 for further discussion.
the early stages of 5G network deployments.
| Africa & APAC (1) | | | 1,660 | | | | | | 1,700 | | | | | | 2,285 | | |
(1)For the years ended December 31, 2024, 2023 and 2022, excludes approximately 90, 865, and 4,035 new sites in India, respectively.
We define Segment gross margin as segment revenue less segment operating expenses, excluding depreciation, amortization and accretion; selling, general, administrative and development expense; and other operating expenses.
| Africa & APAC (1) | | | 1,208.0 | | | | | | 1,244.4 | | | | | | 1,203.8 | | | | | | (3) | | | | | | 3 | | |
| Total property | | | 9,933.5 | | | | | | 9,869.2 | | | | | | 9,404.3 | | | | | | 1 | | | | | | 5 | | |
| Total revenues | | | $ | 10,127.2 | | | | | $ | 10,012.2 | | | | | $ | 9,645.4 | | | | | 1 | | % | | | | 4 | | % |
| | | | | | | | | | | | | | | | | | | | | |
| Canada | | | | | | 220 | | | | | | — | | | | | | — | | |
| United States | | | | | | 27,142 | | | | | | 15,091 | | | | | | 452 | | |
| U.S. & Canada total | | | | | | 27,362 | | | | | | 15,091 | | | | | | 452 | | |
| Asia-Pacific: (2) | | | | | | | | | | | | | | | | | | | | |
| Bangladesh | | | | | | 579 | | | | | | — | | | | | | — | | |
| India (3) | | | | | | 75,950 | | | | | | — | | | | | | 763 | | |
| Philippines | | | | | | 355 | | | | | | — | | | | | | — | | |
| Asia-Pacific total | | | | | | 76,884 | | | | | | — | | | | | | 763 | | |
| Ghana | | | | | | 3,486 | | | | | | — | | | | | | 37 | | |
| Kenya | | | | | | 3,855 | | | | | | — | | | | | | 11 | | |
| Nigeria | | | | | | 8,296 | | | | | | — | | | | | | — | | |
| Uganda | | | | | | 4,184 | | | | | | — | | | | | | 21 | | |
| Germany | | | | | | 14,947 | | | | | | — | | | | | | — | | |
| Spain | | | | | | 11,885 | | | | | | — | | | | | | 1 | | |
| Argentina | | | | | | 499 | | | | | | — | | | | | | 11 | | |
| Brazil | | | | | | 20,563 | | | | | | 2,029 | | | | | | 122 | | |
| Chile | | | | | | 3,700 | | | | | | — | | | | | | 144 | | |
| Colombia | | | | | | 4,969 | | | | | | — | | | | | | 6 | | |
| Paraguay | | | | | | 1,455 | | | | | | — | | | | | | — | | |
| Latin America total | | | | | | 45,437 | | | | | | 2,665 | | | | | | 378 | | |
(2)We also control land under carrier or other third-party communications sites in Australia and New Zealand, which provide recurring cash flows through tenant leasing arrangements.
(3)As further discussed below, in January 2024, we entered into the Pending ATC TIPL Transaction.
| Orlando, FL | | | | | | 1 | | | | | | 126 | | |
| Total | | | | | | 28 | | | | | | 3,266 | | |
As further discussed in Item 1A of this Annual Report under the caption “Risk Factors—A substantial portion of our current and projected revenue is derived from a small number of customers, and we are sensitive to adverse changes in the creditworthiness and financial strength of our customers,” in the third quarter of 2022, one of our largest customers in India, VIL, communicated that it would make partial payments.
In the second half of 2023, VIL began making payments in full of its monthly contractual obligations owed to us.
In February 2023, and as amended in August 2023, VIL issued the VIL OCDs, which are (a) to be repaid by VIL with interest, or (b) convertible into equity of VIL.
If converted, such equity shall be free to trade in the open market beginning on the one year anniversary of the date of issuance of the VIL OCDs.
The fair value of the VIL OCDs at issuance was approximately $116.5 million.
We considered these developments and the uncertainty with respect to amounts owed under our tenant leases when conducting our 2022 annual impairment assessments for long-lived assets and goodwill in India, and, as a result, we determined that certain fixed and intangible assets had been impaired during the year ended December 31, 2022, which resulted in an impairment charge of $508.6 million.
Additionally, in 2023, we initiated a strategic review of our India business, where we evaluated the appropriate level of exposure to the India market within our global portfolio of communications assets, and assessed opportunities to repurpose capital to drive long-term shareholder value and sustained growth.
During the process, and based on information gathered therein, we updated our estimate on the fair value of the India reporting unit and determined that the carrying value exceeded fair value.
On January 4, 2024, we entered into an agreement with DIT for the Pending ATC TIPL Transaction, pursuant to which DIT will acquire a 100% ownership interest in ATC TIPL.
We will retain the full economic benefit associated with the VIL OCDs and rights to payments on certain existing customer receivables.
Total aggregate consideration would potentially represent up to approximately 210 billion INR (approximately $2.5 billion), including the value of the VIL OCDs, payments on certain existing customer receivables, the repayment of existing intercompany debt and the repayment, or assumption, of our existing term loan in India, by DIT.
The Pending ATC TIPL Transaction is expected to close in the second half of 2024, subject to customary closing conditions, including government and regulatory approval.
We will continue to evaluate the carrying value of our Indian assets, which may result in the realization of additional impairment expense or other similar charges.
For more information on impairments in India, please see the information under the caption “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Critical Accounting Policies and Estimates” included in this Annual Report.
| Asia-Pacific | | | 975 | | | | | | 4,640 | | | | | | 3,780 | | |
An excerpt. Shown here: 40 of 303 rewritten, 40 of 341 added and 40 of 174 removed. The counts are complete. For every sentence, read Item 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS in the FY2024 filing and the FY2023 filing.
Item 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
12 rewritten, 5 added, 5 removed, 22 unchanged
The following table provides information as of December 31, [removed: 2023] [added: 2024] about our market risk exposure associated with changing interest rates.
| Long-Term Debt | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2025] [added: 2026] | | | | | | [removed: 2026] [added: 2027] | | | | | | [removed: 2027] [added: 2028] | | | | | | [removed: 2028] [added: 2029] | | | | | | Thereafter | | | | | | Total | | | | | | Fair Value | | | | | |
| Variable Rate Debt (b) | | | $ | [removed: 914.2] [added: —] | | | | | $ | — | | | | | $ | [removed: 723.4] [added: 1,000.0] | | | | | $ | [removed: 1,000.0] [added: —] | | | | | $ | [removed: 1,603.4] [added: —] | | | | | $ | — | | | | | $ | [removed: 4,241.0] [added: 1,000.0] | | | | | $ | [removed: 4,241.1] [added: 1,000.0] | | | | |
| Weighted-Average Interest Rate (b)(c) | | | [removed: 4.99] [added: —] | | % | | | | — | | % | | | | [removed: 6.09] [added: 5.56] | | % | | | | [removed: 6.58] [added: —] | | % | | | | [removed: 6.57] [added: —] | | % | | | | — | | % | | | | | | | | | | | | | | | |
(a) Fixed rate debt consisted of: Securities issued in the Trust Securitizations; Securities issued in the [removed: 2015-2] [added: 2015] Securitization; our senior unsecured notes (see note 8 to our consolidated financial statements included in this Annual Report for a detailed description of all such senior unsecured notes); and other debt including finance leases.
(c) Based on rates effective as of December 31, [removed: 2023.][added: 2024.]
A 10% increase in current interest rates would result in an additional [removed: $26.1] [added: $5.6] million of interest expense for the year ended December 31, [removed: 2023.][added: 2024.]
For the year ended December 31, [removed: 2023, 44%] [added: 2024, 32%] of our revenues and [removed: 53%] [added: 39%] of our total operating expenses were denominated in foreign currencies.
As of December 31, [removed: 2023,] [added: 2024,] 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 [removed: recorded.]
An adverse change of 10% in the underlying exchange rates of our unsettled intercompany debt and similar unaffiliated balances would result in [removed: $35.6] [added: $13.4] million of unrealized losses that would be included in Other expense in our consolidated statements of operations for the year ended December 31, [removed: 2023.][added: 2024.]
As of December 31, [removed: 2023,] [added: 2024,] we have 7.5 billion EUR (approximately [removed: $8.3] [added: $7.8] billion) denominated debt outstanding.
An adverse change of 10% in the underlying exchange rates of our outstanding EUR debt would result in $0.9 billion of foreign currency losses that would be included in Other expense in our consolidated statements of operations for the year ended December 31, [removed: 2023.][added: 2024.]
| Fixed Rate Debt (a) | | | $ | 3,693.0 | | | | | $ | 3,319.3 | | | | | $ | 4,466.7 | | | | | $ | 6,027.4 | | | | | $ | 3,677.0 | | | | | $ | 14,572.9 | | | | | $ | 35,756.3 | | | | | $ | 33,562.4 | | | | |
| Weighted-Average Interest Rate (a) | | | 2.69 | | % | | | | 2.59 | | % | | | | 2.57 | | % | | | | 4.06 | | % | | | | 3.45 | | % | | | | 3.56 | | % | | | | | | | | | | | | | | | |
(b) Variable rate debt consisted of the 2021 Term Loan, which matures on January 31, 2027.
Variable rate debt as of December 31, 2024 consisted of $1.0 billion under the 2021 Term Loan.
recorded.
| Fixed Rate Debt (a) | | | $ | 2,273.3 | | | | | $ | 3,729.9 | | | | | $ | 3,354.1 | | | | | $ | 4,593.6 | | | | | $ | 6,078.8 | | | | | $ | 14,911.1 | | | | | $ | 34,940.8 | | | | | $ | 32,454.3 | | | | |
| Weighted-Average Interest Rate (a) | | | 3.78 | | % | | | | 2.67 | | % | | | | 2.58 | | % | | | | 2.54 | | % | | | | 4.03 | | % | | | | 3.19 | | % | | | | | | | | | | | | | | | |
(b) Variable rate debt consisted of: the 2021 Multicurrency Credit Facility, which matures on July 1, 2026; the 2021 Credit Facility, which matures on Ju1y 1, 2028; the 2021 Term Loan, which matures on January 31, 2027; the 2021 EUR Three Year Delayed Draw Term Loan, which matures on May 28, 2024; and other debt including the Nigeria Letters of Credit.
Variable rate debt as of December 31, 2023 consisted of $723.4 million under the 2021 Multicurrency Credit Facility, $1.6 billion under the 2021 Credit Facility, $1.0 billion under the 2021 Term Loan, $910.7 million under the 2021 EUR Three Year Delayed Draw Term Loan, and $3.4 million
under the Nigeria Letters of Credit.
Item 1. BUSINESS
62 rewritten, 27 added, 47 removed, 184 unchanged
We refer to this business, inclusive of our data center business discussed below, as our property operations, which accounted for [removed: 99%] [added: 98%] of our total revenues for the year ended December 31, [removed: 2023.][added: 2024.]
We also hold other telecommunications [removed: infrastructure] [added: infrastructure, fiber] and property interests that we lease primarily to communications service providers and third-party tower operators, and, as discussed further below, we hold a portfolio of highly interconnected data center facilities and related assets in the United States that we provide for the leasing of space primarily to enterprises, network operators, cloud providers and supporting service providers.
As of December 31, [removed: 2023,] [added: 2024,] our communications real estate portfolio of [removed: 224,502] [added: 148,957] communications sites included [removed: 42,905] [added: 42,222] communications sites in the U.S. & Canada, [removed: 77,647 communications sites in Asia-Pacific, 24,229] [added: 26,642] communications sites in [removed: Africa, 31,241] [added: Africa & APAC (as defined below), 31,786] communications sites in Europe and [removed: 48,480] [added: 48,307] communications sites in Latin America, as well as (i) urban telecommunications assets in Argentina, Brazil, Colombia, [removed: India,] South Africa and Spain, (ii) other property interests in [removed: Australia, Canada, New Zealand] [added: Canada] and the United States and (iii) [removed: 28] [added: 29] data center facilities across ten [added: markets in the] United [removed: States markets.][added: States.]
On January 4, 2024, [added: we,] through our subsidiaries, ATC Asia Pacific Pte.
Ltd. and ATC Telecom Infrastructure Private Limited (“ATC TIPL”), which [removed: holds] [added: held] our operations in India, [removed: we] entered into an agreement with Data Infrastructure Trust (“DIT”), an infrastructure investment trust sponsored by an affiliate of Brookfield Asset Management, pursuant to which DIT [removed: will] [added: agreed to] acquire a 100% ownership interest in ATC TIPL (the [removed: “Pending ATC] [added: “ATC] TIPL Transaction”).
[removed: Subject to certain pre-closing terms,] [added: Per the terms of the agreement,] total aggregate consideration [removed: would potentially represent] [added: represented] up to approximately 210 billion Indian Rupees (“INR”) (approximately $2.5 billion), including the value of the VIL [removed: OCDs,] [added: OCDs and the VIL Shares (each as defined and further discussed in Item 7 of this Annual Report under the caption “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Results of Operations—Loss from Discontinued Operations, Net of Taxes”),] payments on certain existing customer receivables, the repayment of existing intercompany debt and the repayment, or assumption, of our existing term loan in India, by DIT.
As of December 31, [removed: 2023,] [added: 2024,] our REIT-qualified businesses included our U.S. tower leasing business, a majority of our U.S. [removed: indoor] DAS networks business, our Services and Data Centers segments, as well as most of our operations in Canada, Costa Rica, France, Germany, Ghana, Kenya, Mexico, Nigeria, South [removed: Africa] [added: Africa, Spain] and Uganda.
[removed: We report our results in seven segments –] [added: As a result, we now have six reportable segments:] U.S. & Canada property (which includes all assets in the United States and Canada, other than our data center facilities and related assets), [removed: Asia-Pacific property,] Africa [added: & APAC] property, Europe property, Latin America property, Data Centers and Services.
Our property operations accounted for [removed: 99%, 98%] [added: 98%, 99%] and [removed: 97%] [added: 98%] of our total revenues for the years ended December 31, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021,] [added: 2022,] respectively.
Based upon foreign currency exchange rates and the tenant leases in place as of December 31, [removed: 2023,] [added: 2024,] we expect to generate [removed: over $60] [added: nearly $54] billion of non-cancellable tenant lease revenue over future periods, before the impact of straight-line lease accounting.
We derive our churn rate for a given year by dividing our tenant billings [removed: lost on this basis by our prior-year tenant billings.]
During the year ended December 31, [removed: 2023,] [added: 2024,] churn was approximately [removed: 3%] [added: 2%] of our tenant billings, primarily driven by churn in our U.S. & Canada property segment.
| | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | |
| U.S. & Canada | | | [removed: 48] [added: 52] | | % | | | | [removed: 47] [added: 53] | | % | | | | 52 | | % |
| Africa [added: & APAC (1)] | | | [removed: 11] [added: 12] | | % | | | | [removed: 11] [added: 12] | | % | | | | [removed: 11] [added: 12] | | % |
| Europe | | | [removed: 7] [added: 8] | | % | | | | [removed: 7] [added: 8] | | % | | | | [removed: 5] [added: 8] | | % |
| Latin America | | | [removed: 16] [added: 17] | | % | | | | [removed: 16] [added: 18] | | % | | | | [removed: 16] [added: 18] | | % |
| Data Centers | | | [removed: 7] [added: 9] | | % | | | | [removed: 7] [added: 8] | | % | | | | [removed: 0] [added: 8] | | % |
*Communications Sites.* Approximately [removed: 89%, 89%] [added: 87%, 88%] and [removed: 95%] [added: 87%] of revenue in our property segments was attributable to our communications sites, excluding DAS [removed: networks,] [added: networks and fiber,] for the years ended December 31, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021,] [added: 2022,] respectively.
Our top tenants by revenue for each property segment are as follows for the year ended December 31, [removed: 2023:][added: 2024:]
- U.S. & Canada: AT&T Inc. (“AT&T”); T-Mobile; and Verizon Communications Inc. (“Verizon Wireless”) accounted for an aggregate of [removed: 87%] [added: 86%] of U.S. & Canada property segment revenue.
- [removed: Asia-Pacific:] [added: Africa & APAC:] Bharti Airtel Limited (“Airtel”); [removed: Reliance Jio;] and [removed: VIL] [added: MTN Group Limited (“MTN”)] accounted for an aggregate of [removed: 88%] [added: 81%] of [removed: Asia-Pacific] [added: Africa & APAC] property segment revenue.
- Europe: Telefónica S.A. (“Telefónica”) accounted for an aggregate of [removed: 73%] [added: 70%] of Europe property segment revenue.
- Latin America: América Móvil; AT&T; Telefónica; and TIM S.p.A. accounted for an aggregate of [removed: 75%] [added: 74%] of Latin America property segment revenue.
Accordingly, we are subject to certain risks, as set forth in Item 1A of this Annual Report under the caption “Risk Factors—A substantial portion of our current and projected [added: future] revenue is derived from a small number of customers, and we are sensitive to adverse changes in the creditworthiness and financial strength of our customers.” [added: In addition, we are subject to risks related to our international operations, as set forth under the caption “Risk Factors—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 rates.”]
In 2023, we [removed: initiated] [added: undertook] a strategic review of our India [removed: business,] [added: operations,] where we evaluated the appropriate level of exposure to the India market within our global portfolio of communications assets, and assessed opportunities to repurpose capital to drive long-term shareholder value and sustained growth.
The strategic review concluded in January 2024 with [removed: our] [added: the] signed agreement [removed: with DIT] for the [removed: Pending] ATC TIPL [removed: Transaction.][added: Transaction (as defined below).]
We also hold lease rights and easement interests on rooftops capable of hosting [added: communications equipment in locations where towers are generally not a viable solution based on area characteristics.]
- Property Interests. We own portfolios of property interests in [removed: Australia, Canada, New Zealand] [added: Canada] and the United States, including land under carrier or other third-party communications sites, which provide recurring cash flow under complementary leasing arrangements.
This segment accounted for [removed: 1%, 2%] [added: 2%, 1%] and [removed: 3%] [added: 2%] of our total revenue for the years ended December 31, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021,] [added: 2022,] respectively.
In the United States, incremental carrier network activity is being driven by ongoing [removed: network densification initiatives as well as] 5G network deployments.
We are also focused on developing and implementing [removed: renewable] [added: sustainable] power solutions across our footprint to reduce our reliance on fossil fuels and help improve the overall efficiency of the communications infrastructure and wireless industries through our sustainability and power as a service (PaaS) initiatives.
We continue to focus on maintaining a robust liquidity position and, as of December 31, [removed: 2023,] [added: 2024,] had [removed: $9.6] [added: $12.0] billion of available liquidity.
This assessment [added: can influence our decisions on future capital allocation priorities between certain countries and assets, and] may result in our decision to divest a portion, or all, of certain assets, including our Mexico fiber and Poland businesses in 2023, and our [removed: signed agreement] [added: Australia, India and New Zealand businesses] in [removed: January 2024 with DIT for the Pending ATC TIPL Transaction,] [added: 2024,] and repurpose proceeds, and potential future capital, to other capital priorities.
International [removed: Growth] Strategy
We strive to maintain a diversified approach to our international [removed: growth] strategy by operating in a geographically diverse array of markets in a variety of stages of wireless network development.
Our international [removed: growth] strategy includes a disciplined, individualized market evaluation, in which we conduct the following analyses, among others:
- Country analysis. Prior to entering a new market, [added: and on an ongoing basis as] we [added: evaluate our portfolio, we] conduct an extensive review of the country’s historical and projected macroeconomic fundamentals, including inflation and foreign currency exchange rate trends, demographics, capital markets, tax regime and investment alternatives, and the general business, political and legal environments, including property rights and regulatory regime.
Certain of our international operations are subject to regulatory requirements with respect to licensing, [removed: registration, permitting] [added: registration] and [removed: public listings.][added: permitting.]
[removed: In Asia-Pacific, our] [added: Our] subsidiaries in the Philippines and Bangladesh are required to hold a registration or license in order to establish, manage and operate passive telecommunications infrastructure services.
During the year ended December 31, 2024, ATC TIPL distributed approximately 29.6 billion INR (approximately $354.1 million) to us, which included the value of the VIL Shares and the VIL OCDs and the satisfaction of the economic benefit associated with the rights to payments on certain existing customer receivables.
The distributions were deducted from the total aggregate consideration received by us at closing.
The ATC TIPL Transaction received all government and regulatory approvals during the three months ended September 30, 2024, and on September 12, 2024, we completed the sale of ATC TIPL and received total consideration of 182 billion INR (approximately $2.2 billion).
We used the proceeds from the ATC TIPL Transaction to repay existing indebtedness under our $6.0 billion senior unsecured multicurrency revolving credit facility, as amended and restated in December 2021, as further amended (the “2021 Multicurrency Credit Facility”).
The divestiture qualified for presentation as discontinued operations.
We recorded a loss on the sale of ATC TIPL of $1.2 billion, which primarily included the reclassification of our cumulative translation adjustment in India upon exiting the market of $1.1 billion.
The loss on sale of ATC TIPL is included in Loss from discontinued operations, net of taxes in the consolidated statements of operations for the year ended December 31, 2024.
See note 22 to our consolidated and condensed consolidated financial statements included in this Annual Report (“Note 22”) for further discussion.
During the year ended December 31, 2024, we also completed the sales of our subsidiaries in Australia (“ATC Australia”) and New Zealand (“ATC New Zealand”) for total aggregate consideration of approximately $77.6 million.
We recorded a gain on the sales of ATC Australia and ATC New Zealand of $8.5 million, which is included in Other operating expenses in the accompanying consolidated statements of operations.
The divestitures did not qualify for presentation as discontinued operations.
During the fourth quarter of 2024, following recent divestitures, including the ATC TIPL Transaction, and changes to our organizational structure, we reviewed and changed our reportable segments.
Our Asia-Pacific (“APAC”) property segment and our Africa property segment were combined into the Africa & APAC property segment.
This change aligns with our management structure 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.
lost on this basis by our prior-year tenant billings.
_______________
(1) Excludes the operating results of ATC TIPL, which are reported as discontinued operations.
See Note 22 for further discussion.
We believe that, in certain international markets, we can create value by expanding our existing, communications real estate leasing business, and leveraging our shared global experience, capabilities and services, to deliver a best-in-class offering for our customers and attractive risk-adjusted return for our shareholders.
service providers.
See “Risk Factors” in Item 1A of this Annual Report for more information on our data center-related risks.
*Inclusion and Belonging*.
Additionally, we have implemented several initiatives designed to support our inclusion efforts, including pledges from the American Tower Foundation.
We also enable global employee resource groups to promote better employee engagement.
Furthermore, our Gateway to Leadership program builds further on the skills and competencies we deliver through Management Essentials by providing additional leadership training for managers in Europe, Africa and Latin America.
Additionally, our virtual corporate university, ATC YOU, provides our employees with a range of global learning resources for professional development and career growth.
We have developed education initiatives and increased access to professional development opportunities for employees, including an enhanced focus on mentoring opportunities.
We will retain the full economic benefit associated with the optionally convertible debentures issued by one of our customers in India, Vodafone Idea Limited (“VIL,” and the optionally convertible debentures, the “VIL OCDs”), and rights to payments on certain existing customer receivables.
The Pending ATC TIPL Transaction is expected to close in the second half of 2024, subject to customary closing conditions, including government and regulatory approval.
| Asia-Pacific | | | 10 | | % | | | | 10 | | % | | | | 13 | | % |
- Africa: Airtel; and MTN Group Limited (“MTN”) accounted for an aggregate of 84% of Africa property segment revenue.
As further discussed in Item 7 of this Annual Report under the caption “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Executive Overview” and “—Critical Accounting Policies and Estimates,” in the third quarter of 2022, VIL communicated that it would make partial payments of its contractual amounts owed to us and indicated that it would continue to make partial payments for the remainder of 2022.
In late 2022, VIL had communicated its intent to resume payments in full under its contractual obligations owed to us beginning on January 1, 2023.
However, in early 2023, VIL communicated that it would not be able to resume payments in full of its contractual obligations owed to us, and that it would instead continue to make partial payments (the “VIL Shortfall”), for which we recorded reserves in late 2022 and the first half of 2023.
In the second half of 2023, VIL began making payments in full of its monthly contractual obligations owed to us.
We considered these developments and the uncertainty with respect to amounts owed under our tenant leases when conducting our 2022 annual impairment assessments for long-lived assets and goodwill in India and, as a result, we determined that certain fixed and intangible assets had been impaired during the year ended December 31, 2022.
During the process, and based on information gathered therein, we updated our estimate on the fair value of the India reporting unit and determined that the carrying value exceeded fair value.
As a result, we recorded a goodwill impairment charge for the quarter ended September 30, 2023.
We will continue to 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 are subject to risks related to our international operations, as set forth under the caption “Risk Factors—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 rates.”
communications equipment in locations where towers are generally not a viable solution based on area characteristics.
We believe that, in certain international markets, we can create substantial value by either establishing a new, or expanding our existing, communications real estate leasing business.
Therefore, we expect we will continue to seek international growth opportunities where we believe our risk-adjusted return objectives can be achieved.
In India, ATC TIPL holds an Infrastructure Provider Category-I (“IP-I”) Registration Certificate issued by the Indian Ministry of Communications and Information Technology, which permits us to provide tower space to companies licensed as telecommunications service providers under the Indian Telegraph Act of 1885.
As a condition to the IP-I, the Indian government has the right to take over telecommunications infrastructure in the case of emergency or war.
Our subsidiaries in New Zealand are required to satisfy certain investment and reporting requirements.
Specifically, our subsidiaries are required to invest 10 million New Zealand Dollars in the aggregate in additional land interests under telecommunications assets in New Zealand by September 30, 2027, of which 5 million New Zealand Dollars must be invested by September 30, 2025.
Quarterly reporting for all acquisitions and dispositions is required to be provided to the Overseas Investment Office.
Existing regulations may subsequently change
We consider our employee relations to be good.
*Employee Engagement*.
In 2023, our employees completed our biennial company-wide engagement survey to provide feedback on American Tower in key areas.
The survey was completed by 88% of our employees.
All of the areas measured scored at least 75% in favorability.
Of note, teamwork received a 90% favorability score, leadership received an 88% favorability score, employee engagement received an 85% favorability score and diversity and inclusion received an 82% favorability score.
The questions with the highest favorable ratings were focused on our culture, our values and ethics.
*Diversity, Equity and Inclusion.* Diversity, equity and inclusion are fundamental considerations and values for us in conducting business.
We have adopted a Diversity Statement and Global Human Rights Statement, which can be found on our website.
Our Board is a diverse group with respect to traditional diversity metrics such as gender, race and national origin, as well as professional background and skills, with five members of our Board identifying as female and four identifying as part of a minority group.
We are also committed to ensuring diverse representation among our employees.
In 2023, 38% of all employees promoted globally were female, which is greater than the female representation in our workforce of 30%.
And as of December 31, 2023, nearly 40% of management-level positions in the United States were also held by women.
The U.S. Equal Employment Opportunity Commission (“EEOC”) requires employers to submit an EEO-1 report on an annual basis.
The report breaks down an employer’s workforce by race, ethnicity and gender across job categories established by the EEOC.
We publish the EEO-1 reports on our website, which provides transparency for our stakeholders to better understand our diversity and workforce practices.
We monitor our representation internally as well, as it helps us identify areas for growth as we continue strengthening our diversity efforts and initiatives.
Additionally, we have implemented several initiatives designed to promote social justice and support our diversity and inclusion efforts.
An excerpt. Shown here: 40 of 62 rewritten, all 27 added and 40 of 47 removed. The counts are complete. For every sentence, read Item 1. BUSINESS in the FY2024 filing and the FY2023 filing.
Cover and table of contents
48 rewritten, 9 added, 6 removed, 97 unchanged
For the fiscal year ended December 31, [removed: 2023][added: 2024]
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive [removed: officers] [added: officers] during the relevant recovery period pursuant to §240.10D-1(b).
The aggregate market value of the voting and non-voting common stock held by non-affiliates of the registrant as of June 30, [removed: 2023] [added: 2024] was [removed: $90.2] [added: $90.7] 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, 2024,] [added: 18, 2025,] there were [removed: 466,352,208] [added: 467,457,256] shares of common stock outstanding.
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: 2024] [added: 2025] Annual Meeting of Stockholders are incorporated by reference into Part III of this Report.
FISCAL YEAR ENDED DECEMBER 31, [removed: 2023][added: 2024]
| [Special Note Regarding Forward-Looking [removed: Statements](#i33c60495941f4a2695af0850d11143df_10)] [added: Statements](#i9eb45799c76a40129d05d249625e314b_10)] | | | | | | [removed: [iii](#i33c60495941f4a2695af0850d11143df_10)] [added: [iii](#i9eb45799c76a40129d05d249625e314b_10)] | | |
| ITEM 1. | | | [removed: [Business](#i33c60495941f4a2695af0850d11143df_16)] [added: [Business](#i9eb45799c76a40129d05d249625e314b_16)] | | | [removed: [1](#i33c60495941f4a2695af0850d11143df_16)] [added: [1](#i9eb45799c76a40129d05d249625e314b_16)] | | |
| | | | [Products and [removed: Services](#i33c60495941f4a2695af0850d11143df_22)] [added: Services](#i9eb45799c76a40129d05d249625e314b_22)] | | | [removed: [2](#i33c60495941f4a2695af0850d11143df_22)] [added: [2](#i9eb45799c76a40129d05d249625e314b_22)] | | |
| | | | [Regulatory [removed: Matters](#i33c60495941f4a2695af0850d11143df_28)] [added: Matters](#i9eb45799c76a40129d05d249625e314b_28)] | | | [removed: [6](#i33c60495941f4a2695af0850d11143df_28)] [added: [6](#i9eb45799c76a40129d05d249625e314b_28)] | | |
| | | | [Human Capital [removed: Resources](#i33c60495941f4a2695af0850d11143df_34)] [added: Resources](#i9eb45799c76a40129d05d249625e314b_34)] | | | [removed: [9](#i33c60495941f4a2695af0850d11143df_34)] [added: [8](#i9eb45799c76a40129d05d249625e314b_34)] | | |
| | | | [Executive [removed: Officers](#i33c60495941f4a2695af0850d11143df_37)] [added: Officers](#i9eb45799c76a40129d05d249625e314b_37)] | | | [removed: [10](#i33c60495941f4a2695af0850d11143df_37)] [added: [10](#i9eb45799c76a40129d05d249625e314b_37)] | | |
| | | | [Available [removed: Information](#i33c60495941f4a2695af0850d11143df_40)] [added: Information](#i9eb45799c76a40129d05d249625e314b_40)] | | | [removed: [10](#i33c60495941f4a2695af0850d11143df_40)] [added: [10](#i9eb45799c76a40129d05d249625e314b_40)] | | |
| ITEM 1A. | | | [Risk [removed: Factors](#i33c60495941f4a2695af0850d11143df_43)] [added: Factors](#i9eb45799c76a40129d05d249625e314b_43)] | | | [removed: [11](#i33c60495941f4a2695af0850d11143df_43)] [added: [10](#i9eb45799c76a40129d05d249625e314b_43)] | | |
| ITEM 1B. | | | [Unresolved Staff [removed: Comments](#i33c60495941f4a2695af0850d11143df_46)] [added: Comments](#i9eb45799c76a40129d05d249625e314b_46)] | | | [removed: [22](#i33c60495941f4a2695af0850d11143df_46)] [added: [21](#i9eb45799c76a40129d05d249625e314b_46)] | | |
| ITEM 1C. | | | [removed: [Cybersecurity](#i33c60495941f4a2695af0850d11143df_2199023258081)] [added: [Cybersecurity](#i9eb45799c76a40129d05d249625e314b_49)] | | | [removed: [22](#i33c60495941f4a2695af0850d11143df_2199023258081)] [added: [21](#i9eb45799c76a40129d05d249625e314b_49)] | | |
| ITEM 2. | | | [removed: [Properties](#i33c60495941f4a2695af0850d11143df_49)] [added: [Properties](#i9eb45799c76a40129d05d249625e314b_52)] | | | [removed: [23](#i33c60495941f4a2695af0850d11143df_49)] [added: [22](#i9eb45799c76a40129d05d249625e314b_52)] | | |
| ITEM 3. | | | [Legal [removed: Proceedings](#i33c60495941f4a2695af0850d11143df_52)] [added: Proceedings](#i9eb45799c76a40129d05d249625e314b_55)] | | | [removed: [25](#i33c60495941f4a2695af0850d11143df_52)] [added: [24](#i9eb45799c76a40129d05d249625e314b_55)] | | |
| ITEM 4. | | | [Mine Safety [removed: Disclosures](#i33c60495941f4a2695af0850d11143df_55)] [added: Disclosures](#i9eb45799c76a40129d05d249625e314b_58)] | | | [removed: [25](#i33c60495941f4a2695af0850d11143df_55)] [added: [24](#i9eb45799c76a40129d05d249625e314b_58)] | | |
| ITEM 5. | | | [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#i33c60495941f4a2695af0850d11143df_61)] [added: Securities](#i9eb45799c76a40129d05d249625e314b_64)] | | | [removed: [26](#i33c60495941f4a2695af0850d11143df_61)] [added: [25](#i9eb45799c76a40129d05d249625e314b_64)] | | |
| | | | [Performance [removed: Graph](#i33c60495941f4a2695af0850d11143df_67)] [added: Graph](#i9eb45799c76a40129d05d249625e314b_70)] | | | [removed: [26](#i33c60495941f4a2695af0850d11143df_67)] [added: [25](#i9eb45799c76a40129d05d249625e314b_70)] | | |
| ITEM 6. | | | [removed: [\[Reserved\]](#i33c60495941f4a2695af0850d11143df_73)] [added: [\[Reserved\]](#i9eb45799c76a40129d05d249625e314b_76)] | | | [removed: [27](#i33c60495941f4a2695af0850d11143df_73)] [added: [26](#i9eb45799c76a40129d05d249625e314b_76)] | | |
| ITEM 7. | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i33c60495941f4a2695af0850d11143df_79)] [added: Operations](#i9eb45799c76a40129d05d249625e314b_82)] | | | [removed: [28](#i33c60495941f4a2695af0850d11143df_79)] [added: [27](#i9eb45799c76a40129d05d249625e314b_82)] | | |
| | | | [Executive [removed: Overview](#i33c60495941f4a2695af0850d11143df_82)] [added: Overview](#i9eb45799c76a40129d05d249625e314b_85)] | | | [removed: [28](#i33c60495941f4a2695af0850d11143df_82)] [added: [27](#i9eb45799c76a40129d05d249625e314b_85)] | | |
| | | | [Non-GAAP Financial [removed: Measures](#i33c60495941f4a2695af0850d11143df_85)] [added: Measures](#i9eb45799c76a40129d05d249625e314b_88)] | | | [removed: [34](#i33c60495941f4a2695af0850d11143df_85)] [added: [33](#i9eb45799c76a40129d05d249625e314b_88)] | | |
| | | | [Results of Operations: Years Ended December 31, [added: 2024,] 2023 and [removed: 2022](#i33c60495941f4a2695af0850d11143df_88)] [added: 2022](#i9eb45799c76a40129d05d249625e314b_91)] | | | [removed: [35](#i33c60495941f4a2695af0850d11143df_88)] [added: [34](#i9eb45799c76a40129d05d249625e314b_91)] | | |
| | | | [Liquidity and Capital [removed: Resources](#i33c60495941f4a2695af0850d11143df_91)] [added: Resources](#i9eb45799c76a40129d05d249625e314b_94)] | | | [removed: [43](#i33c60495941f4a2695af0850d11143df_91)] [added: [46](#i9eb45799c76a40129d05d249625e314b_94)] | | |
| | | | [Critical Accounting Policies and [removed: Estimates](#i33c60495941f4a2695af0850d11143df_94)] [added: Estimates](#i9eb45799c76a40129d05d249625e314b_97)] | | | [removed: [53](#i33c60495941f4a2695af0850d11143df_94)] [added: [55](#i9eb45799c76a40129d05d249625e314b_97)] | | |
| | | | [Accounting Standards [removed: Updates](#i33c60495941f4a2695af0850d11143df_97)] [added: Updates](#i9eb45799c76a40129d05d249625e314b_100)] | | | [removed: [56](#i33c60495941f4a2695af0850d11143df_97)] [added: [58](#i9eb45799c76a40129d05d249625e314b_100)] | | |
| ITEM 7A. | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#i33c60495941f4a2695af0850d11143df_100)] [added: Risk](#i9eb45799c76a40129d05d249625e314b_103)] | | | [removed: [56](#i33c60495941f4a2695af0850d11143df_100)] [added: [58](#i9eb45799c76a40129d05d249625e314b_103)] | | |
| ITEM 8. | | | [Financial Statements and Supplementary [removed: Data](#i33c60495941f4a2695af0850d11143df_103)] [added: Data](#i9eb45799c76a40129d05d249625e314b_106)] | | | [removed: [57](#i33c60495941f4a2695af0850d11143df_103)] [added: [59](#i9eb45799c76a40129d05d249625e314b_106)] | | |
| ITEM 9. | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#i33c60495941f4a2695af0850d11143df_106)] [added: Disclosure](#i9eb45799c76a40129d05d249625e314b_109)] | | | [removed: [57](#i33c60495941f4a2695af0850d11143df_106)] [added: [59](#i9eb45799c76a40129d05d249625e314b_109)] | | |
| ITEM 9A. | | | [Controls and [removed: Procedures](#i33c60495941f4a2695af0850d11143df_109)] [added: Procedures](#i9eb45799c76a40129d05d249625e314b_112)] | | | [removed: [57](#i33c60495941f4a2695af0850d11143df_109)] [added: [59](#i9eb45799c76a40129d05d249625e314b_112)] | | |
| | | | [Disclosure Controls and [removed: Procedures](#i33c60495941f4a2695af0850d11143df_112)] [added: Procedures](#i9eb45799c76a40129d05d249625e314b_115)] | | | [removed: [57](#i33c60495941f4a2695af0850d11143df_112)] [added: [59](#i9eb45799c76a40129d05d249625e314b_115)] | | |
| | | | [Management’s Annual Report on Internal Control over Financial [removed: Reporting](#i33c60495941f4a2695af0850d11143df_115)] [added: Reporting](#i9eb45799c76a40129d05d249625e314b_118)] | | | [removed: [58](#i33c60495941f4a2695af0850d11143df_115)] [added: [60](#i9eb45799c76a40129d05d249625e314b_118)] | | |
| | | | [Changes in Internal Control over Financial [removed: Reporting](#i33c60495941f4a2695af0850d11143df_118)] [added: Reporting](#i9eb45799c76a40129d05d249625e314b_121)] | | | [removed: [58](#i33c60495941f4a2695af0850d11143df_118)] [added: [60](#i9eb45799c76a40129d05d249625e314b_121)] | | |
| | | | [Report of Independent Registered Public Accounting [removed: Firm](#i33c60495941f4a2695af0850d11143df_121)] [added: Firm](#i9eb45799c76a40129d05d249625e314b_124)] | | | [removed: [59](#i33c60495941f4a2695af0850d11143df_121)] [added: [61](#i9eb45799c76a40129d05d249625e314b_124)] | | |
| ITEM 9B. | | | [Other [removed: Information](#i33c60495941f4a2695af0850d11143df_124)] [added: Information](#i9eb45799c76a40129d05d249625e314b_127)] | | | [removed: [59](#i33c60495941f4a2695af0850d11143df_124)] [added: [62](#i9eb45799c76a40129d05d249625e314b_127)] | | |
| ITEM 9C. | | | [Disclosure Regarding Foreign Jurisdictions That Prevent [removed: Inspections](#i33c60495941f4a2695af0850d11143df_127)] [added: Inspections](#i9eb45799c76a40129d05d249625e314b_133)] | | | [removed: [59](#i33c60495941f4a2695af0850d11143df_121)] [added: [62](#i9eb45799c76a40129d05d249625e314b_133)] | | |
| ITEM 10. | | | [Directors, Executive Officers and Corporate [removed: Governance](#i33c60495941f4a2695af0850d11143df_133)] [added: Governance](#i9eb45799c76a40129d05d249625e314b_139)] | | | [removed: [61](#i33c60495941f4a2695af0850d11143df_133)] [added: [63](#i9eb45799c76a40129d05d249625e314b_139)] | | |
| 3.900% Senior Notes due 2030 | | | AMT 30D | | | New York Stock Exchange | | |
| 4.100% Senior Notes due 2034 | | | AMT 34A | | | New York Stock Exchange | | |
| | | | [Overview](#i9eb45799c76a40129d05d249625e314b_19) | | | [1](#i9eb45799c76a40129d05d249625e314b_19) | | |
| | | | [Strategy](#i9eb45799c76a40129d05d249625e314b_25) | | | [5](#i9eb45799c76a40129d05d249625e314b_25) | | |
| | | | [Competition](#i9eb45799c76a40129d05d249625e314b_31) | | | [8](#i9eb45799c76a40129d05d249625e314b_31) | | |
| | | | [Dividends](#i9eb45799c76a40129d05d249625e314b_67) | | | [25](#i9eb45799c76a40129d05d249625e314b_67) | | |
FISCAL YEAR ENDED DECEMBER 31, 2024
| | | | [Index to Exhibits](#i9eb45799c76a40129d05d249625e314b_160) | | | [66](#i9eb45799c76a40129d05d249625e314b_160) | | |
| [Signatures](#i9eb45799c76a40129d05d249625e314b_166) | | | | | | [77](#i9eb45799c76a40129d05d249625e314b_166) | | |
| | | | [Overview](#i33c60495941f4a2695af0850d11143df_19) | | | [1](#i33c60495941f4a2695af0850d11143df_19) | | |
| | | | [Strategy](#i33c60495941f4a2695af0850d11143df_25) | | | [5](#i33c60495941f4a2695af0850d11143df_25) | | |
| | | | [Competition](#i33c60495941f4a2695af0850d11143df_31) | | | [8](#i33c60495941f4a2695af0850d11143df_31) | | |
| | | | [Dividends](#i33c60495941f4a2695af0850d11143df_64) | | | [26](#i33c60495941f4a2695af0850d11143df_64) | | |
| | | | [Index to Exhibits](#i33c60495941f4a2695af0850d11143df_154) | | | [64](#i33c60495941f4a2695af0850d11143df_154) | | |
| [Signatures](#i33c60495941f4a2695af0850d11143df_160) | | | | | | [75](#i33c60495941f4a2695af0850d11143df_160) | | |
An excerpt. Shown here: 40 of 48 rewritten, all 9 added and all 6 removed. The counts are complete. For every sentence, read Cover and table of contents in the FY2024 filing and the FY2023 filing.
Item 1C. CYBERSECURITY
9 rewritten, 5 added, 3 removed, 37 unchanged
In [removed: 2023,] [added: 2024,] the topics [removed: included] [added: included, among other items,] our focus on cybersecurity resilience, [added: new cybersecurity initiatives and] our approach to responsible use of [removed: Artificial Intelligence and the new cybersecurity disclosure rules.][added: artificial intelligence.]
In addition, a [removed: biennial] [added: periodic] cybersecurity risk assessment is completed with an external third party to provide us with a more complete view of our cybersecurity risk.
We engage on a quarterly basis with our [added: internal] auditors on matters regarding cybersecurity and maintain a robust control environment, in compliance with the Sarbanes-Oxley Act of 2002, as amended, that includes controls to protect the confidentiality, integrity and availability our data.
Our steering committee includes our CISO, our Chief Information Officer, our [added: Senior Vice President and] Chief [removed: Risk] [added: Security] Officer, our [added: Senior Vice President, Internal Audit, our] Chief Technology Officer, our [removed: Senior Counsel—Corporate] [added: Vice President, Corporate] Legal, CoreSite’s Senior Vice President of IT & Digitization and CoreSite’s Vice President of Information Security and IT [removed: Infrastructure, each of whom has experience, both at American Tower and in prior roles, related to cybersecurity.][added: Infrastructure.]
Our Chief Technology Officer has over 30 years of experience in the technology space, including leadership roles with wireless carriers [removed: and chip manufacturers, where cybersecurity was critical to the delivery of secure solutions.]
Our [removed: Senior Counsel—Corporate] [added: Vice President, Corporate] Legal also serves as our lead Privacy Officer and is a lawyer who has led our privacy program since its inception.
In [removed: 2023,] [added: 2024,] across our organization, employees completed over [removed: 16,000] [added: 8,943] training classes related to cybersecurity.
Additionally, in [removed: 2023,] [added: 2024,] to elevate cybersecurity awareness, we also conducted live training as part of our Employee Development program, sent monthly phishing tips to all employees and provided weekly communications during October, which is cybersecurity awareness month.
In [removed: 2023,] [added: 2024,] we performed [removed: two separate exercises: (1) a crisis management tabletop exercise that simulated a ransomware incident and included participation from our management, including our CEO and CFO, and (2)] an IT-focused tabletop [added: exercise] which simulated multiple types of cybersecurity incidents, including (a) compromised credentials, (b) brute force attack, (c) uncleaned malware and (d) ransomware.
Our CISO has held information security and IT leadership positions across large organizations for eight years, which included overseeing governance and compliance programs.
Our Chief Security Officer heads our converged physical and information security team and has over 26 years of experience in the corporate security, crisis management, and security consulting industries, including as head of global security for a major mining company and through leadership positions in several international risk consultancies.
Our Senior Vice President, Internal Audit, has over 30 years of international finance leadership experience and heads our Internal Audit function, including the evaluation of risk and vulnerabilities for both physical and system assets and the testing of related controls.
and chip manufacturers, where cybersecurity was critical to the delivery of secure solutions.
This tabletop exercise was facilitated by a third-party.
Our CISO has 25 years of experience in cybersecurity, previously holding positions in the cybersecurity service provider space and at a software security firm.
Our Chief Risk Officer has nearly 40 years of risk and audit experience, including oversight of IT audit, with experience at a leading public accounting firm as well as one of the world’s largest computer storage and software companies.
Both of these tabletop exercises were facilitated by a third-party.
Item 2. PROPERTIES
12 rewritten, 1 added, 0 removed, 23 unchanged
As of December 31, [removed: 2023,] [added: 2024,] we owned and operated a portfolio of [removed: 224,502] [added: 148,957] communications sites, including [removed: 1,672] [added: 860] DAS networks.
[removed: In addition, we own property interests that we lease to communications service providers and third-party] tower operators in Canada and the United States, which are included in our U.S. & Canada property segment, and [removed: in Australia and New Zealand, which are included in our Asia-Pacific property segment, and] also own and operate data center facilities and related assets in the United States, which are included in our Data Centers segment.
- Rooftop towers are primarily used in metropolitan areas in our [removed: Asia-Pacific, Africa,] [added: Africa & APAC,] Europe and Latin America markets, where locations for traditional tower structures are unavailable.
As of December 31, [removed: 2023,] [added: 2024,] the loan underlying the securitization transactions completed in March 2018 and March 2023 (the “2018 Securitization” and the “2023 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: 5,034] [added: 5,029] 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: 3,343] [added: 3,338] communications sites owned by subsidiaries of the issuer (the “2015 Secured Sites”).
There are no encumbered sites in our [removed: Asia-Pacific, Africa,] [added: Africa & APAC,] Europe or Latin America property segments or in our Data Centers segment.
*Ground Leases.* Of the [removed: 222,830] [added: 148,097] towers in our portfolio as of December 31, [removed: 2023,] [added: 2024,] approximately [removed: 90%] [added: 80%] were located on land we lease.
As a result, [removed: 44%] [added: 56%] of the ground leases for our sites have a final expiration date of [removed: 2033] [added: 2034] and beyond.
For the year ended December 31, [removed: 2023,] [added: 2024,] our top three customers by total revenue were T-Mobile [removed: (17%),] [added: (19%),] AT&T [removed: (16%)] [added: (18%)] and Verizon Wireless [removed: (12%).][added: (13%).]
As a result, approximately [removed: 56%] [added: 52%] of our current tenant leases have a renewal date of [removed: 2029] [added: 2030] or beyond.
*Data Centers.* We own and operate data center facilities and related assets, and as of December 31, [removed: 2023,] [added: 2024,] our data center portfolio consisted of [removed: 28] [added: 29] data center facilities across ten United States markets, [removed: including the assets acquired as part of the CoreSite Acquisition,] across 3.3 million net rentable square feet (“NRSF”).
*Offices.* Our principal corporate headquarters is leased and located in Boston, Massachusetts, where we currently lease approximately [removed: 40,000] [added: 100,000] 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. & Canada, [removed: Asia-Pacific, Africa,] [added: Africa & APAC,] Europe, Latin America and Data Centers segments.
In addition, we own property interests that we lease to communications service providers and third-party
Item 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
5 rewritten, 3 added, 3 removed, 15 unchanged
As of February [removed: 20, 2024,] [added: 18, 2025,] we had [removed: 466,352,208] [added: 467,457,256] outstanding shares of common stock and [removed: 134] [added: 127] holders of record.
The performance graph assumes that on December 31, [removed: 2018,] [added: 2019,] $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.
][added: 2024.jpg](https://www.sec.gov/Archives/edgar/data/1053507/000105350725000025/amt-20241231_g1.jpg)]
| Dow Jones U.S. Telecommunications Equipment Index | | | | | | 100.00 | | | | | | [removed: 116.24] [added: 102.32] | | | | | | [removed: 118.93] [added: 149.24] | | | | | | [removed: 173.48] [added: 115.46] | | | | | | [removed: 134.21] [added: 135.99] | | | | | | [removed: 158.08] [added: 189.66] | | |
| FTSE Nareit All Equity REITs Index | | | | | | 100.00 | | | | | | [removed: 128.66] [added: 94.88] | | | | | | [removed: 122.07] [added: 134.06] | | | | | | [removed: 172.49] [added: 100.62] | | | | | | [removed: 129.45] [added: 112.04] | | | | | | [removed: 144.16] [added: 117.56] | | |
| | | | | | | 12/19 | | | | | | 12/20 | | | | | | 12/21 | | | | | | 12/22 | | | | | | 12/23 | | | | | | 12/24 | | |
| American Tower Corporation | | | | | | $ | 100.00 | | | | | $ | 99.52 | | | | | $ | 132.26 | | | | | $ | 98.36 | | | | | $ | 103.63 | | | | | $ | 91.03 | |
| S&P 500 Index | | | | | | 100.00 | | | | | | 118.40 | | | | | | 152.39 | | | | | | 124.79 | | | | | | 157.59 | | | | | | 197.02 | | |
| | | | | | | 12/18 | | | | | | 12/19 | | | | | | 12/20 | | | | | | 12/21 | | | | | | 12/22 | | | | | | 12/23 | | |
| American Tower Corporation | | | | | | $ | 100.00 | | | | | $ | 147.85 | | | | | $ | 147.15 | | | | | $ | 195.54 | | | | | $ | 145.42 | | | | | $ | 153.21 | |
| S&P 500 Index | | | | | | 100.00 | | | | | | 131.49 | | | | | | 155.68 | | | | | | 200.37 | | | | | | 164.08 | | | | | | 207.21 | | |
Item 9A. CONTROLS AND PROCEDURES
7 rewritten, 1 added, 1 removed, 29 unchanged
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: 2023] [added: 2024] 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.
Our management assessed the effectiveness of our internal control over financial reporting as of December 31, [removed: 2023.][added: 2024.]
Based on this assessment, management concluded that, as of December 31, [removed: 2023,] [added: 2024,] our internal control over financial reporting is effective.
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: 2023] [added: 2024] that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
We have audited the internal control over financial reporting of American Tower Corporation and subsidiaries (the “Company”) as of December 31, [removed: 2023,] [added: 2024,] based on criteria established in *Internal Control — Integrated Framework (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: 2023,] [added: 2024,] based on criteria established in *Internal Control — Integrated Framework (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: 2023,] [added: 2024,] of the Company and our report dated February [removed: 27, 2024,] [added: 25, 2025,] expressed an unqualified opinion on those financial statements.
February 25, 2025
February 27, 2024
Item 9B. OTHER INFORMATION.
0 rewritten, 1 added, 9 removed, 4 unchanged
None.
Rodney M.
Smith, our Executive Vice President, Chief Financial Officer and Treasurer, entered into a pre-arranged stock trading plan on November 9, 2023.
Mr. Smith’s plan provides for the potential exercise of vested stock options and associated sale of up to 23,019 shares of our common stock between March 1, 2024 and March 8, 2024.
Samme Thompson, one of our Directors, entered into a pre-arranged stock trading plan on October 27, 2023.
Mr. Thompson’s plan provides for the potential exercise of vested stock options and associated sale of up to 5,054 shares of our common stock between February 26, 2024 and March 8, 2024.
Each of these trading plans was entered into during an open insider trading window and is intended to satisfy the affirmative defense of Rule 10b5-1 under the Exchange Act and our policies regarding transactions in our securities.
Generally, these trading plans pre-establish the amounts, prices and dates of future purchases or sales of our stock, including shares issued upon the exercise or vesting of equity awards.
Under these trading plans, the individual director or officer relinquishes control over the transactions once the trading plan is put into place.
Accordingly, sales under these plans may occur at any time, including possibly before, simultaneously with, or immediately after, significant company events.
Item 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
17 rewritten, 27 added, 14 removed, 51 unchanged
Our executive officers and their respective ages and positions as of February [removed: 20, 2024] [added: 18, 2025] are set forth below:
| Steven O. Vondran | | | | | | [removed: 53] [added: 54] | | | | | | President and Chief Executive Officer | | |
| Rodney M. Smith | | | | | | [removed: 58] [added: 59] | | | | | | Executive Vice President, Chief Financial Officer and Treasurer | | |
| Ruth T. Dowling | | | | | | [removed: 54] [added: 55] | | | | | | Executive Vice President, Chief Administrative Officer, General Counsel and Secretary | | |
| Sanjay Goel | | | | | | [removed: 56] [added: 57] | | | | | | Executive Vice President and President, Asia-Pacific | | |
| Robert J. Meyer | | | | | | [removed: 60] [added: 61] | | | | | | Senior Vice President and Chief Accounting Officer | | |
| [removed: Eugene M. Noel] [added: Richard C. Rossi] | | | | | | [removed: 55] [added: 49] | | | | | | Executive Vice President and President, U.S. Tower [removed: Division] | | |
| Olivier Puech | | | | | | [removed: 56] [added: 57] | | | | | | Executive Vice President and President, [removed: Latin America and EMEA] [added: International] | | |
Mr. Vondran joined us in 2000 as a member of our corporate legal team and served in a variety of [removed: positions until August 2004 when he was appointed] [added: positions, including] Senior Vice [removed: President of our] [added: President,] U.S. Leasing [removed: Operations.][added: Operations, Senior Vice President and General Counsel, U.S. Tower Division, Executive Vice President, U.S. Tower Division, and most recently, Executive Vice President and Chief Operating Officer.]
Mr. Vondran joined the Cellular Telecommunications Industry Association (CTIA) [removed: Board] [added: board] in September 2018, [removed: and, in October 2018,] [added: and] he [removed: joined] [added: served on] the [removed: Board] [added: board] of [removed: Directors for] the Wireless Infrastructure Association [removed: (WIA).][added: (WIA) between 2018 and 2024.]
She is also a member of the [removed: Board] [added: board] of [removed: Directors for] [added: directors of] ATC Europe and [added: of] CoreSite.
[removed: Since joining] [added: Ms. Dowling joined] us in 2011, [removed: Ms. Dowling has served as] [added: and previously held the roles of] Senior Vice President, Corporate Legal, [removed: and, most recently, as] [added: and] Senior Vice President and General Counsel for the EMEA and Latin [added: America regions.]
Prior to joining [removed: American Tower,] [added: us,] Ms. Dowling was a partner and co-chair of the 150-member litigation department at Edwards Angell Palmer & Dodge LLP and clerked for the Honorable Fred I.
[removed: Noel] [added: Rossi] is our Executive Vice President and President, U.S. [removed: Tower Division.][added: Tower.]
Prior to this role, Mr. [removed: Noel] [added: Rossi] served as [added: our] Senior Vice President and [removed: Chief Operating Officer,] [added: General Counsel,] U.S. Tower Division, [removed: and has been with American Tower] [added: a position he had held] since [removed: 2011.][added: 2018.]
Mr. Noel is a board member of the [removed: Tower Families Foundation] [added: WIA] and a former board member of [removed: Warriors for Wireless.][added: the Tower Families Foundation and Warriors4Wireless.]
Olivier Puech is our Executive Vice President and President, [removed: Latin America and EMEA.][added: International.]
| Juan A. Font | | | | | | 56 | | | | | | Senior Vice President, President and CEO, CoreSite | | |
| Eugene M. Noel | | | | | | 56 | | | | | | Executive Vice President, Chief Operating Officer | | |
Mr. Vondran is a member of the Business Roundtable.
Mr. Vondran currently serves on the board of directors of Ameren Corporation.
He is also chair of the board of directors of ATC Europe.
Juan A.
Font is our Senior Vice President and President and CEO, CoreSite.
He is also a member of the board of directors of ATC Europe.
Mr. Font is responsible for leading the strategy, innovation and growth to achieve CoreSite’s vision of empowering a more connected future by increasing revenue growth and return on invested capital to the American Tower data center portfolio.
Mr. Font joined CoreSite in 2010 and has held positions of increasing responsibility within the organization.
He has more than 25 years of experience in general management, direct sales, business operations, and finance in the data center and telecommunications industries.
Prior to joining CoreSite, Mr. Font held direct sales contributor roles with Equinix, covering strategic verticals.
He also held positions of increasing responsibility with Teleglobe in financial management and business operations across European markets and increased his understanding of capital-intensive industries at The World Bank Group, where he oversaw investments in the power sector.
Mr. Font received an M.B.A. from The Kogod School of Business at
The American University and a Bachelor of Arts in Business Economics and Finance from the Universidad Complutense of Madrid.
Mr. Meyer serves as non-executive chair on the board of directors of ATC CSR Foundation in India.
Noel is our Executive Vice President and Chief Operating Officer.
He is also a member of the board of directors of CoreSite.
Mr. Noel joined us in 2011, and previously held the roles of Executive Vice President and President, U.S. Tower Division and Senior Vice President and Chief Operating Officer, U.S. Tower Division.
Richard C.
Mr. Rossi joined us in 2001 and served in various operational and legal roles for U.S. Tower, including Director of Contract Management and Vice President of Legal.
Mr. Rossi received his J.D. from Boston College Law School and graduated magna cum laude from Providence College with a Bachelor of Arts degree in Political Science.
Mr. Rossi serves on the board of directors of East Cambridge Savings Bank.
Mr. Rossi also served as the chair for WIA’s Executive Advisory Committee.
Insider Trading Policies and Procedures
We have adopted an Anti-Insider Trading Policy governing the purchase, sale and/or other dispositions of our securities by our directors, officers, employees and contractors, that we believe is reasonably designed to promote compliance with insider trading laws, rules and regulations and applicable listing standards.
A copy of our Anti-Insider Trading Policy is filed with this Annual Report as Exhibit 19.1.
| Thomas A. Bartlett | | | | | | 65 | | | | | | Advisor to the Chief Executive Officer (until May 1, 2024) | | |
In August 2010, Mr. Vondran was appointed Senior Vice President, General Counsel of our U.S. Tower Division and served in that role until August 2018, when he was appointed Executive Vice President, U.S. Tower Division, a role that he served in until November 2023.
Thomas A.
Bartlett is currently advisor to the Chief Executive Officer, a role he is expected to hold until his retirement from the Company on May 1, 2024.
Prior to such role, Mr. Bartlett served as our President and Chief Executive Officer since March 2020.
Mr. Bartlett joined us in April 2009 and served as our Executive Vice President and Chief Financial Officer until March 2020, and also served as our Treasurer from February 2012 to December 2013, and again from July 2017 to August 2018.
Prior to joining us, Mr. Bartlett served as Senior Vice President and Corporate Controller with Verizon Communications.
During his 25-year career with Verizon Communications and its predecessor companies and affiliates, he served in numerous operations and business development roles, including as President and Chief Executive Officer of Bell Atlantic International Wireless from 1995 through 2000, where he was responsible for wireless activities in certain regions of North America, Latin America, Europe and Asia.
In addition, Mr. Bartlett served as CEO of Iusacell, a publicly traded, nationwide cellular company in Mexico, CEO of Verizon's Global Solutions Inc., a global connectivity business providing lit and dark fiber services primarily to global enterprises, and as an Area President for Verizon’s U.S. wireless business, where he was responsible for all operational aspects of the business in the Northeast and Mid-Atlantic states.
He began his career at Deloitte, Haskins & Sells.
Mr. Bartlett is a member of the World Economic Forum’s Information and Communications Technologies (ICT) Board of Governors, the National Association of Real Estate Investment Trust (NAREIT) Executive Committee and the Business Roundtable.
He currently serves on the Board of Directors of Otis Worldwide Corporation, sits on the Samaritans advisory council, is on the Board of Advisors of the Rutgers Business School and is on the Massachusetts Institute of Technology Presidential CEO Advisory Board.
He earned an M.B.A. from Rutgers University and a Bachelor of Science degree in Industrial Engineering from Lehigh University.
America regions.
Item 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES
82 rewritten, 16 added, 1 removed, 164 unchanged
| 2.1 | | | | | | [Agreement and Plan of Merger by and between American Tower Corporation and American Tower REIT, Inc., dated as of August 24, [removed: 2011](http://www.sec.gov/Archives/edgar/data/1053507/000119312511232490/dex21.htm)] [added: 2011](https://www.sec.gov/Archives/edgar/data/1053507/000119312511232490/dex21.htm)] | | | | | | 8-K | | | | | | 001-14195 | | | | | | August 25, 2011 | | | | | | 2.1 | | |
| 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, [removed: 2011](http://www.sec.gov/Archives/edgar/data/1053507/000119312512000101/d273408dex31.htm)] [added: 2011](https://www.sec.gov/Archives/edgar/data/1053507/000119312512000101/d273408dex31.htm)] | | | | | | 8-K | | | | | | 001-14195 | | | | | | January 3, 2012 | | | | | | 3.1 | | |
| 3.2 | | | | | | [Certificate of Merger, effective as of December 31, [removed: 2011](http://www.sec.gov/Archives/edgar/data/1053507/000119312512000101/d273408dex32.htm)] [added: 2011](https://www.sec.gov/Archives/edgar/data/1053507/000119312512000101/d273408dex32.htm)] | | | | | | 8-K | | | | | | 001-14195 | | | | | | January 3, 2012 | | | | | | 3.2 | | |
| 3.3 | | | | | | [Amended and Restated By-Laws of the Company, effective as of [removed: December 13, 2023](https://www.sec.gov/Archives/edgar/data/1053507/000105350723000167/exhibit31.htm)] [added: January 3, 2025](https://www.sec.gov/Archives/edgar/data/1053507/000105350725000002/exhibit31.htm)] | | | | | | 8-K | | | | | | 001-14195 | | | | | | [removed: December 14, 2023] [added: January 7, 2025] | | | | | | 3.1 | | |
| 3.4 | | | | | | [Certificate of Designations of the 5.25% Mandatory Convertible Preferred Stock, Series A, of the Company as filed with the Secretary of State of the State of Delaware, effective as of May 12, [removed: 2014](http://www.sec.gov/Archives/edgar/data/1053507/000119312514193818/d724193dex31.htm)] [added: 2014](https://www.sec.gov/Archives/edgar/data/1053507/000119312514193818/d724193dex31.htm)] | | | | | | 8-K | | | | | | 001-14195 | | | | | | May 12, 2014 | | | | | | 3.1 | | |
| 3.5 | | | | | | [Certificate of Designations of the 5.50% Mandatory Convertible Preferred Stock, Series B, of the Company as filed with the Secretary of State of the State of Delaware, effective as of March 3, [removed: 2015](http://www.sec.gov/Archives/edgar/data/1053507/000119312515074342/d883878dex31.htm)] [added: 2015](https://www.sec.gov/Archives/edgar/data/1053507/000119312515074342/d883878dex31.htm)] | | | | | | 8-K | | | | | | 001-14195 | | | | | | March 3, 2015 | | | | | | 3.1 | | |
| 4.1 | | | | | | [Indenture dated as of May 23, 2013, by and between the Company and U.S. Bank National Association, as [removed: Trustee](http://www.sec.gov/Archives/edgar/data/1053507/000119312513233655/d543370dex412.htm)] [added: Trustee](https://www.sec.gov/Archives/edgar/data/1053507/000119312513233655/d543370dex412.htm)] | | | | | | S-3ASR | | | | | | 333-188812 | | | | | | May 23, 2013 | | | | | | 4.12 | | |
| 4.2 | | | | | | [Supplemental Indenture No. [removed: 1,] [added: 3,] dated as of [removed: August 19, 2013,] [added: May 7, 2015,] to Indenture dated as of May 23, 2013, by and between the Company and U.S. Bank National Association, as Trustee, for the [removed: 5.00%] [added: 4.000%] Senior Notes due [removed: 2024](http://www.sec.gov/Archives/edgar/data/1053507/000119312513339678/d587876dex41.htm)] [added: 2025](https://www.sec.gov/Archives/edgar/data/1053507/000119312515177193/d924766dex41.htm)] | | | | | | 8-K | | | | | | 001-14195 | | | | | | [removed: August 19, 2013] [added: May 7, 2015] | | | | | | 4.1 | | |
| 4.3 | | | | | | [Supplemental Indenture No. [removed: 3,] [added: 4,] dated as of [removed: May 7, 2015,] [added: January 12, 2016,] to Indenture dated as of May 23, 2013, by and between the Company and U.S. Bank National Association, as Trustee, for the [removed: 4.000%] [added: 4.400%] Senior Notes due [removed: 2025](http://www.sec.gov/Archives/edgar/data/1053507/000119312515177193/d924766dex41.htm)] [added: 2026](https://www.sec.gov/Archives/edgar/data/1053507/000119312516427966/d119534dex41.htm)] | | | | | | 8-K | | | | | | 001-14195 | | | | | | [removed: May 7, 2015] [added: January 12, 2016] | | | | | | 4.1 | | |
| 4.4 | | | | | | [Supplemental Indenture No. [removed: 4,] [added: 5,] dated as of [removed: January 12,] [added: May 13,] 2016, to Indenture dated as of May 23, 2013, by and between the Company and U.S. Bank National Association, as Trustee, for the [removed: 4.400%] [added: 3.375%] Senior Notes due [removed: 2026](http://www.sec.gov/Archives/edgar/data/1053507/000119312516427966/d119534dex41.htm)] [added: 2026](https://www.sec.gov/Archives/edgar/data/1053507/000105350716000039/ex41.htm)] | | | | | | 8-K | | | | | | 001-14195 | | | | | | [removed: January 12,] [added: May 13,] 2016 | | | | | | 4.1 | | |
| 4.5 | | | | | | [Supplemental Indenture No. [removed: 5,] [added: 6,] dated as of [removed: May 13,] [added: September 30,] 2016, to Indenture dated as of May 23, 2013, by and between the Company and U.S. Bank National Association, as Trustee, for the [removed: 3.375%] [added: 3.125%] Senior Notes due [removed: 2026](http://www.sec.gov/Archives/edgar/data/1053507/000105350716000039/ex41.htm)] [added: 2027](https://www.sec.gov/Archives/edgar/data/1053507/000119312516727705/d278701dex41.htm)] | | | | | | 8-K | | | | | | 001-14195 | | | | | | [removed: May 13,] [added: September 30,] 2016 | | | | | | 4.1 | | |
| [removed: 4.6] [added: 4.7] | | | | | | [Supplemental Indenture No. [removed: 6,] [added: 8,] dated as of [removed: September] [added: June] 30, [removed: 2016,] [added: 2017,] to Indenture dated as of May 23, 2013, by and between the Company and U.S. Bank National Association, as Trustee, for the [removed: 3.125%] [added: 3.55%] Senior Notes due [removed: 2027](http://www.sec.gov/Archives/edgar/data/1053507/000119312516727705/d278701dex41.htm)] [added: 2027](https://www.sec.gov/Archives/edgar/data/1053507/000119312517220133/d377927dex41.htm)] | | | | | | 8-K | | | | | | 001-14195 | | | | | | [removed: September] [added: June] 30, [removed: 2016] [added: 2017] | | | | | | 4.1 | | |
| [removed: 4.7] [added: 4.6] | | | | | | [Supplemental Indenture No. 7, dated as of April 6, 2017, to Indenture dated as of May 23, 2013, by and among the Company, U.S. Bank National Association, as Trustee, and Elavon Financial Services DAC, UK Branch, as Paying Agent, for the 1.375% Senior Notes due [removed: 2025](http://www.sec.gov/Archives/edgar/data/1053507/000119312517113618/d373393dex41.htm)] [added: 2025](https://www.sec.gov/Archives/edgar/data/1053507/000119312517113618/d373393dex41.htm)] | | | | | | 8-K | | | | | | 001-14195 | | | | | | April 6, 2017 | | | | | | 4.1 | | |
| 4.8 | | | | | | [Supplemental Indenture No. [removed: 8,] [added: 9,] dated as of [removed: June 30,] [added: December 8,] 2017, to Indenture dated as of May 23, 2013, by and between the Company and U.S. Bank National Association, as Trustee, for the [removed: 3.55%] [added: 3.600%] Senior Notes due [removed: 2027](http://www.sec.gov/Archives/edgar/data/1053507/000119312517220133/d377927dex41.htm)] [added: 2028](https://www.sec.gov/Archives/edgar/data/1053507/000119312517364982/d462911dex41.htm)] | | | | | | 8-K | | | | | | 001-14195 | | | | | | [removed: June 30,] [added: December 8,] 2017 | | | | | | 4.1 | | |
| [removed: 4.9] [added: 4.10] | | | | | | [Supplemental Indenture No. [removed: 9,] [added: 11,] dated as of [removed: December 8, 2017,] [added: March 15, 2019,] to Indenture dated as of May 23, 2013, by and between the Company and U.S. Bank National Association, as Trustee, [removed: for](http://www.sec.gov/Archives/edgar/data/1053507/000119312517364982/d462911dex41.htm) [the 3.600%] [added: for the](https://www.sec.gov/Archives/edgar/data/1053507/000119312519076792/d723096dex41.htm) [3.950%] Senior Notes due [removed: 2028](http://www.sec.gov/Archives/edgar/data/1053507/000119312517364982/d462911dex41.htm)] [added: 2029](https://www.sec.gov/Archives/edgar/data/1053507/000119312519076792/d723096dex41.htm)] | | | | | | 8-K | | | | | | 001-14195 | | | | | | [removed: December 8, 2017] [added: March 15, 2019] | | | | | | 4.1 | | |
| [removed: 4.10] [added: 4.9] | | | | | | [Supplemental Indenture No. 10, dated as of May 22, 2018, to Indenture dated as of May 23, 2013, by and among the Company and U.S. Bank National Association, as Trustee, and Elavon Financial Services DAC, UK Branch, as Paying Agent, for the 1.950% Senior Notes due [removed: 2026](http://www.sec.gov/Archives/edgar/data/1053507/000119312518170772/d593510dex41.htm)] [added: 2026](https://www.sec.gov/Archives/edgar/data/1053507/000119312518170772/d593510dex41.htm)] | | | | | | 8-K | | | | | | 001-14195 | | | | | | May 22, 2018 | | | | | | 4.1 | | |
| [removed: 4.11] [added: 4.29] | | | | | | [Supplemental Indenture No. [removed: 11,] [added: 5,] dated as of March [removed: 15, 2019,] [added: 7, 2024,] to Indenture dated as of [removed: May 23, 2013,] [added: June 1, 2022,] by and between the Company and U.S. Bank [added: Trust Company,] National Association, as Trustee, for the [removed: 3.375%] [added: 5.200%] Senior Notes due [removed: 2024] [added: 2029] and the [removed: 3.950%] [added: 5.450%] Senior Notes due [removed: 2029](https://www.sec.gov/Archives/edgar/data/1053507/000119312519076792/d723096dex41.htm)] [added: 2034](https://www.sec.gov/Archives/edgar/data/1053507/000119312524062192/d762865dex41.htm)] | | | | | | 8-K | | | | | | 001-14195 | | | | | | March [removed: 15, 2019] [added: 7, 2024] | | | | | | 4.1 | | |
| [removed: 4.12] [added: 4.11] | | | | | | [Indenture dated as of June 4, 2019, by and between the Company and U.S. Bank National Association, as [removed: Trustee](http://www.sec.gov/Archives/edgar/data/1053507/000119312519164637/d682327dex422.htm)] [added: Trustee](https://www.sec.gov/Archives/edgar/data/1053507/000119312519164637/d682327dex422.htm)] | | | | | | S-3ASR | | | | | | 333-231931 | | | | | | June 4, 2019 | | | | | | 4.22 | | |
| [removed: 4.13] [added: 4.12] | | | | | | [Supplemental Indenture No. 1, dated as of June 13, 2019, to Indenture dated as of June 4, 2019, by and between American Tower Corporation and U.S. Bank National Association, as Trustee, for the 2.950% Senior Notes due 2025 and the 3.800% Senior Notes due [removed: 2029](http://www.sec.gov/Archives/edgar/data/1053507/000119312519172524/d765969dex41.htm)] [added: 2029](https://www.sec.gov/Archives/edgar/data/1053507/000119312519172524/d765969dex41.htm)] | | | | | | 8-K | | | | | | 001-14195 | | | | | | June 13, 2019 | | | | | | 4.1 | | |
| [removed: 4.14] [added: 4.13] | | | | | | [Supplemental Indenture No. 2, dated as of October 3, 2019, to Indenture dated as of June 4, 2019, by and between American Tower Corporation and U.S. Bank National Association, as Trustee, for the 2.750% Senior Notes due 2027 and the 3.700% Senior Notes due [removed: 2049](http://www.sec.gov/Archives/edgar/data/1053507/000119312519261683/d787059dex41.htm)] [added: 2049](https://www.sec.gov/Archives/edgar/data/1053507/000119312519261683/d787059dex41.htm)] | | | | | | 8-K | | | | | | 001-14195 | | | | | | October 3, 2019 | | | | | | 4.1 | | |
| [removed: 4.15] [added: 4.14] | | | | | | [Supplemental Indenture No. 3, dated as of January 10, 2020, to Indenture dated as of June 4, 2019, by and between American Tower Corporation and U.S. Bank National Association, as Trustee, for the 2.400% Senior Notes due 2025 and the 2.900% Senior Notes due [removed: 2030](http://www.sec.gov/Archives/edgar/data/1053507/000119312520005444/d862194dex41.htm)] [added: 2030](https://www.sec.gov/Archives/edgar/data/1053507/000119312520005444/d862194dex41.htm)] | | | | | | 8-K | | | | | | 001-14195 | | | | | | January 10, 2020 | | | | | | 4.1 | | |
| [removed: 4.16] [added: 4.15] | | | | | | [Supplemental Indenture No. 4, dated as of June 3, 2020, to Indenture dated as of June 4, 2019, by and between American Tower Corporation and U.S. Bank National Association, as Trustee, for the 1.300% Senior Notes due 2025, the 2.100% Senior Notes due 2030 and the 3.100% Senior Notes due [removed: 2050](http://www.sec.gov/Archives/edgar/data/1053507/000119312520159551/d918853dex41.htm)] [added: 2050](https://www.sec.gov/Archives/edgar/data/1053507/000119312520159551/d918853dex41.htm)] | | | | | | 8-K | | | | | | 001-14195 | | | | | | June 3, 2020 | | | | | | 4.1 | | |
| [removed: 4.17] [added: 4.16] | | | | | | [Supplemental Indenture No. 5, dated as of September 10, 2020, to Indenture dated as of June 4, 2019, by and among the Company, U.S. Bank National Association, as Trustee, and Elavon Financial Services DAC, UK Branch, as Paying Agent, for the 0.500% Senior Notes due 2028 and the 1.000% Senior Notes due [removed: 2032](http://www.sec.gov/Archives/edgar/data/1053507/000119312520243154/d13911dex41.htm)] [added: 2032](https://www.sec.gov/Archives/edgar/data/1053507/000119312520243154/d13911dex41.htm)] | | | | | | 8-K | | | | | | 001-14195 | | | | | | September 10, 2020 | | | | | | 4.1 | | |
| [removed: 4.18] [added: 4.17] | | | | | | [Supplemental Indenture No. 6, dated as of September 28, 2020, to Indenture dated as of June 4, 2019, by and between American Tower Corporation and U.S. Bank National Association, as Trustee, for the 1.875% Senior Notes due [removed: 2030](http://www.sec.gov/Archives/edgar/data/1053507/000119312520256461/d86939dex41.htm)] [added: 2030](https://www.sec.gov/Archives/edgar/data/1053507/000119312520256461/d86939dex41.htm)] | | | | | | 8-K | | | | | | 001-14195 | | | | | | September 28, 2020 | | | | | | 4.1 | | |
| [removed: 4.19] [added: 4.18] | | | | | | [Supplemental Indenture No. 7, dated as of November 20, 2020, to Indenture dated as of June 4, 2019, by and between American Tower Corporation and U.S. Bank National Association, as Trustee, for [removed: the 0.600% Senior Notes due 2024, the 1.500%] [added: the](https://www.sec.gov/Archives/edgar/data/1053507/000119312520299409/d14561dex41.htm) [1.500%] Senior Notes due 2028 and the 2.950% Senior Notes due [removed: 2051](http://www.sec.gov/Archives/edgar/data/1053507/000119312520299409/d14561dex41.htm)] [added: 2051](https://www.sec.gov/Archives/edgar/data/1053507/000119312520299409/d14561dex41.htm)] | | | | | | 8-K | | | | | | 001-14195 | | | | | | November 20, 2020 | | | | | | 4.1 | | |
| [removed: 4.20] [added: 4.19] | | | | | | [Supplemental Indenture No. 8, dated as of March 29, 2021, to Indenture dated as of June 4, 2019, by and between American Tower Corporation and U.S. Bank National Association, as Trustee, for the 1.600% Senior Notes due 2026 and the 2.700% Senior Notes due 2031](https://www.sec.gov/Archives/edgar/data/1053507/000119312521098287/d307128dex41.htm) | | | | | | 8-K | | | | | | 001-14195 | | | | | | March 29, 2021 | | | | | | 4.1 | | |
| [removed: 4.21] [added: 4.20] | | | | | | [Supplemental Indenture No. 9, dated as of May 21, 2021, to Indenture dated as of June 4, 2019, by and among the Company, U.S. Bank National Association, as Trustee, and Elavon Financial Services DAC, UK Branch, as Paying Agent, for the 0.450% Senior Notes due 2027, the 0.875% Senior Notes due 2029 and the 1.250% Senior Notes due 2033](https://www.sec.gov/Archives/edgar/data/1053507/000119312521169283/d186766dex41.htm) | | | | | | 8-K | | | | | | 001-14195 | | | | | | May 21, 2021 | | | | | | 4.1 | | |
| [removed: 4.22] [added: 4.21] | | | | | | [Supplemental Indenture No. 10, dated as of September 27, 2021, to Indenture dated as of June 4, 2019, by and between American Tower Corporation and U.S. Bank National Association, as Trustee, for the 1.450% Senior Notes due 2026 and the 2.300% Senior Notes due 2031](https://www.sec.gov/Archives/edgar/data/1053507/000119312521284167/d182242dex41.htm) | | | | | | 8-K | | | | | | 001-14195 | | | | | | September 27, 2021 | | | | | | 4.1 | | |
| [removed: 4.23] [added: 4.22] | | | | | | [Supplemental Indenture No. 11, dated as of October 5, 2021, to Indenture dated as of June 4, 2019, by and among the Company, U.S. Bank National Association, as Trustee, and Elavon Financial Services DAC, UK Branch, as Paying Agent, for the 0.400% Senior Notes due 2027 and the 0.950% Senior Notes due 2030](https://www.sec.gov/Archives/edgar/data/1053507/000119312521292090/d208316dex41.htm) | | | | | | 8-K | | | | | | 001-14195 | | | | | | October 5, 2021 | | | | | | 4.1 | | |
| [removed: 4.24] [added: 4.23] | | | | | | [Supplemental Indenture No. 12, dated as of April 1, 2022, by and between American Tower Corporation and U.S. Bank Trust Company, National Association, as Trustee, for the 3.650% Senior Notes due 2027 and the 4.050% Senior Notes due 2032](https://www.sec.gov/Archives/edgar/data/1053507/000119312522093656/d313612dex41.htm) | | | | | | 8-K | | | | | | 001-14195 | | | | | | April 1, 2022 | | | | | | 4.1 | | |
| [removed: 4.25] [added: 4.24] | | | | | | [Indenture dated as of June 1, 2022, by and between the Company and U.S. Bank Trust Company, National Association, as Trustee](https://www.sec.gov/Archives/edgar/data/1053507/000119312522165192/d468790dex432.htm) | | | | | | S-3ASR | | | | | | 333-265348 | | | | | | June 1, 2022 | | | | | | 4.32 | | |
| [removed: 4.26] [added: 4.25] | | | | | | [Supplemental Indenture No. 1, dated as of March 3, 2023, to Indenture dated as of June 1, 2022, by and between American Tower Corporation and U.S. Bank Trust Company, National Association, as Trustee, for the 5.500% Senior Notes due 2028 and the 5.650% Senior Notes due 2033](https://www.sec.gov/Archives/edgar/data/1053507/000119312523060068/d305272dex41.htm) | | | | | | 8-K | | | | | | 001-14195 | | | | | | March 3, 2023 | | | | | | 4.1 | | |
| [removed: 4.27] [added: 4.26] | | | | | | [Supplemental Indenture No. 2, dated as of May 16, 2023, to Indenture dated as of June 1, 2022 by and among the Company, U.S. Bank Trust Company, National Association, as Trustee, and Elavon Financial Services DAC, UK Branch, as Paying Agent, for the 4.125% Senior Notes due 2027 and the 4.625% Senior Notes due 2031](https://www.sec.gov/Archives/edgar/data/1053507/000119312523146124/d482306dex41.htm) | | | | | | 8-K | | | | | | 001-14195 | | | | | | May 16, 2023 | | | | | | 4.1 | | |
| [removed: 4.28] [added: 4.27] | | | | | | [Supplemental Indenture No. 3, dated as of May 25, 2023, to Indenture dated as of June 1, 2022, by and between American Tower Corporation and U.S. Bank Trust Company, National Association, as Trustee, for the 5.250% Senior Notes due 2028 and the 5.550% Senior Notes due 2033](https://www.sec.gov/Archives/edgar/data/1053507/000119312523154223/d482735dex41.htm) | | | | | | 8-K | | | | | | 001-14195 | | | | | | May 25, 2023 | | | | | | 4.1 | | |
| [removed: 4.29] [added: 4.28] | | | | | | [Supplemental Indenture No. 4, dated as of September 15, 2023, to Indenture dated as of June 1, 2022, by and between American Tower Corporation and U.S. Bank Trust Company, National Association, as Trustee, for the 5.800% Senior Notes due 2028 and the 5.900% Senior Notes due 2033](https://www.sec.gov/Archives/edgar/data/1053507/000119312523236155/d481989dex41.htm) | | | | | | 8-K | | | | | | 001-14195 | | | | | | September 15, 2023 | | | | | | 4.1 | | |
| [removed: 4.30] [added: 4.32] | | | | | | [Third Amended and Restated Indenture, dated May 29, 2015, by and between GTP Acquisition Partners I, LLC, ACC Tower Sub, LLC, DCS Tower Sub, LLC, GTP South Acquisitions II, LLC, GTP Acquisition Partners II, LLC, GTP Acquisition Partners, III, LLC, GTP Infrastructure I, LLC, GTP Infrastructure II, LLC, GTP Infrastructure III, LLC, GTP Towers VIII, LLC, GTP Towers I, LLC, GTP Towers II, LLC, GTP Towers IV, LLC, GTP Towers V, LLC, GTP Towers VII, LLC, GTP Towers IX, LLC, PCS Structures Towers, LLC and GTP TRS I LLC, as Obligors, and The Bank of New York Mellon, as [removed: Trustee](http://www.sec.gov/Archives/edgar/data/1053507/000119312515268479/d66554dex42.htm)] [added: Trustee](https://www.sec.gov/Archives/edgar/data/1053507/000119312515268479/d66554dex42.htm)] | | | | | | 10-Q | | | | | | 001-14195 | | | | | | July 29, 2015 | | | | | | 4.2 | | |
| [removed: 4.31] [added: 4.33] | | | | | | [Series 2015-2 Supplement, dated May 29, 2015, to the Third Amended and Restated Indenture dated May 29, [removed: 2015](http://www.sec.gov/Archives/edgar/data/1053507/000119312515268479/d66554dex44.htm)] [added: 2015](https://www.sec.gov/Archives/edgar/data/1053507/000119312515268479/d66554dex44.htm)] | | | | | | 10-Q | | | | | | 001-14195 | | | | | | July 29, 2015 | | | | | | 4.4 | | |
| [removed: 4.32] [added: 4.34] | | | | | | [Description of Registrant’s [removed: Securities](https://www.sec.gov/Archives/edgar/data/1053507/000105350724000011/exhibit432fy2023.htm)] [added: Securities](https://www.sec.gov/Archives/edgar/data/1053507/000105350725000025/exhibit434fy2024.htm)] | | | | | | Filed herewith as Exhibit [removed: 4.32] [added: 4.34] | | | | | | — | | | | | | — | | | | | | — | | |
| 10.2* | | | | | | [American Tower Corporation 2007 Equity Incentive [removed: Plan](http://www.sec.gov/Archives/edgar/data/1053507/000119312507060846/ddef14a.htm)] [added: Plan](https://www.sec.gov/Archives/edgar/data/1053507/000119312507060846/ddef14a.htm)] | | | | | | DEF 14A | | | | | | 001-14195 | | | | | | March 22, 2017 | | | | | | Annex A | | |
| 10.3* | | | | | | [Amendment to American Tower Corporation 2007 Equity Incentive [removed: Plan](http://www.sec.gov/Archives/edgar/data/1053507/000105350717000015/exhibit101equityplan.htm)] [added: Plan](https://www.sec.gov/Archives/edgar/data/1053507/000105350717000015/exhibit101equityplan.htm)] | | | | | | 8-K | | | | | | 001-14195 | | | | | | March 14, 2017 | | | | | | 10.1 | | |
| 4.30 | | | | | | [Supplemental Indenture No. 6, dated as of May 29, 2024, to Indenture dated as of June 1, 2022, by and among the Company, U.S. Bank Trust Company, National Association, as Trustee, and Elavon Financial Services DAC, UK Branch, as Paying Agent, for the 3.900% Senior Notes due 2030 and the 4.100% Senior Notes due](https://www.sec.gov/Archives/edgar/data/1053507/000119312524149168/d835521dex41.htm) [2034](https://www.sec.gov/Archives/edgar/data/1053507/000119312524149168/d835521dex41.htm) | | | | | | 8-K | | | | | | 001-14195 | | | | | | May 29, 2024 | | | | | | 4.1 | | |
| 4.31 | | | | | | [Supplemental Indenture No. 7, dated as of November 21, 2024, to Indenture dated as of June 1, 2022, by and between American Tower Corporation and U.S. Bank Trust Company, National Association, as Trustee, for the 5.000% Senior Notes due 2030 and the 5.400% Senior Notes due 2035](https://www.sec.gov/Archives/edgar/data/1053507/000119312524263434/d865445dex41.htm) | | | | | | 8-K | | | | | | 001-14195 | | | | | | November 21, 2024 | | | | | | 4.1 | | |
| 10.32* | | | | | | [Letter Agreement, dated as of January 3, 2025, by and between the Company and Richard Rossi](https://www.sec.gov/Archives/edgar/data/1053507/000105350725000025/exhibit1032fy2024.htm) | | | | | | Filed herewith as Exhibit 10.32 | | | | | | — | | | | | | — | | | | | | — | | |
| 10.35 | | | | | | [Notice of Benchmark Replacement and Amendment No. 2, dated as of June 27, 2024, to the Third Amended and Restated Multicurrency Revolving Credit Agreement, among the Company and certain of its subsidiaries as borrowers, Toronto Dominion (Texas) LLC, as administrative agent, and a majority of lenders under the Third Amended and Restated Multicurrency Revolving Credit Agreement, dated December 8, 2021, as further amended](https://www.sec.gov/Archives/edgar/data/1053507/000105350724000105/exhibit101q22024.htm) | | | | | | 10-Q | | | | | | 001-14195 | | | | | | July 30, 2024 | | | | | | 10.1 | | |
| 10.36 | | | | | | [Amendment No. 3 to the Third Amended and Restated Multicurrency Revolving Credit Agreement, dated as of January 28, 2025, among the Company and certain of its subsidiaries as borrowers, Toronto Dominion (Texas) LLC, as administrative agent, and a majority of lenders under the Third Amended and Restated Multicurrency Revolving Credit Agreement, dated as of December 8, 2021, as further amended](https://www.sec.gov/Archives/edgar/data/1053507/000105350725000025/exhibit36.htm) | | | | | | Filed herewith as Exhibit 10.36 | | | | | | — | | | | | | — | | | | | | — | | |
| 10.39 | | | | | | [Amendment No. 2 to the Fourth Amended and Restated Revolving Credit Agreement, dated as of January 28, 2025, among the Company and certain of its subsidiaries as borrowers, Toronto Dominion (Texas) LLC, as administrative agent, and a majority of lenders under the Fourth Amended and Restated Revolving Credit Agreement, dated as of December 8, 2021, as further amended](https://www.sec.gov/Archives/edgar/data/1053507/000105350725000025/exhibit39.htm) | | | | | | Filed herewith as Exhibit 10.39 | | | | | | — | | | | | | — | | | | | | — | | |
| 19.1 | | | | | | [American Tower Corporation Anti-Insider Trading Policy](https://www.sec.gov/Archives/edgar/data/1053507/000105350725000025/exhibit191fy2024.htm) | | | | | | Filed herewith as Exhibit 19.1 | | | | | | — | | | | | | — | | | | | | — | | |
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| | | | | | | | | | | | | Incorporated By Reference | | | | | | | | | | | | | | | | | | | | |
| Exhibit No. | | | | | | Description of Document | | | | | | Form | | | | | | File No. | | | | | | Date of Filing | | | | | | Exhibit No. | | |
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| 10.38 | | | | | | [Second Amended and Restated Term Loan Agreement, dated as of December 8, 2021, among the Company, as Borrower, Mizuho Bank, Ltd., as Administrative Agent; TD Securities (USA) LLC, as Syndication Agent, Bank of America, N.A., Barclays Bank PLC, Citibank, N.A, JPMorgan Chase Bank, N.A., Morgan Stanley MUFG Loan Partners, LLC and Royal Bank of Canada as Co-Documentation Agents, Mizuho Bank, Ltd., TD Securities (USA) LLC, Barclays Bank PLC, BofA Securities, Inc., Citibank, N.A., JPMorgan Chase Bank, N.A., Morgan Stanley MUFG Loan Partners, LLC and RBC Capital Markets as Joint Lead Arrangers and Joint Bookrunners, and the several other lenders that are parties thereto](https://www.sec.gov/Archives/edgar/data/1053507/000105350722000017/exhibit10_31.htm) | | | | | | 10-K | | | | | | 001-14195 | | | | | | February 25, 2022 | | | | | | 10.31 | | |
An excerpt. Shown here: 40 of 82 rewritten, all 16 added and all 1 removed. The counts are complete. For every sentence, read Item 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES in the FY2024 filing and the FY2023 filing.
Item 16. FORM 10-K SUMMARY
803 rewritten, 580 added, 300 removed, 1,261 unchanged
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized on the [removed: 27th] [added: 25th] day of February, [removed: 2024.][added: 2025.]
| /S/ STEVEN O. VONDRAN | | | | | | President and Chief Executive Officer (Principal Executive Officer), Director | | | | | | February [removed: 27, 2024] [added: 25, 2025] | | |
| /S/ RODNEY M. SMITH | | | | | | Executive Vice President, Chief Financial Officer and Treasurer (Principal Financial Officer) | | | | | | February [removed: 27, 2024] [added: 25, 2025] | | |
| /S/ ROBERT J. MEYER | | | | | | Senior Vice President and Chief Accounting Officer (Principal Accounting Officer) | | | | | | February [removed: 27, 2024] [added: 25, 2025] | | |
| /S/ KELLY C. CHAMBLISS | | | | | | Director | | | | | | February [removed: 27, 2024] [added: 25, 2025] | | |
| /S/ TERESA H. CLARKE | | | | | | Director | | | | | | February [removed: 27, 2024] [added: 25, 2025] | | |
| /S/ KENNETH R. FRANK | | | | | | Director | | | | | | February [removed: 27, 2024] [added: 25, 2025] | | |
| /S/ ROBERT D. HORMATS | | | | | | Director | | | | | | February [removed: 27, 2024] [added: 25, 2025] | | |
| /S/ GRACE D. LIEBLEIN | | | | | | Director | | | | | | February [removed: 27, 2024] [added: 25, 2025] | | |
| /S/ CRAIG MACNAB | | | | | | Director | | | | | | February [removed: 27, 2024] [added: 25, 2025] | | |
| /S/ JOANN A. REED | | | | | | Director | | | | | | February [removed: 27, 2024] [added: 25, 2025] | | |
| /S/ PAMELA D. A. REEVE | | | | | | Chair of the Board, Director | | | | | | February [removed: 27, 2024] [added: 25, 2025] | | |
| /S/ BRUCE L. TANNER | | | | | | Director | | | | | | February [removed: 27, 2024] [added: 25, 2025] | | |
| [Report of Independent Registered Public Accounting [removed: Firm](#i33c60495941f4a2695af0850d11143df_169)] [added: Firm](#i9eb45799c76a40129d05d249625e314b_175)] (PCAOB ID No. 34) | | | | | | [removed: [2](#i33c60495941f4a2695af0850d11143df_169)] [added: [2](#i9eb45799c76a40129d05d249625e314b_175)] | | |
| [Consolidated Balance Sheets as of December 31, [removed: 2023] [added: 2024] and [removed: 2022](#i33c60495941f4a2695af0850d11143df_172)] [added: 2023](#i9eb45799c76a40129d05d249625e314b_178)] | | | | | | [removed: [4](#i33c60495941f4a2695af0850d11143df_172)] [added: [4](#i9eb45799c76a40129d05d249625e314b_178)] | | |
| [Consolidated Statements of Operations for the Years Ended December 31, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021](#i33c60495941f4a2695af0850d11143df_175)] [added: 2022](#i9eb45799c76a40129d05d249625e314b_181)] | | | | | | [removed: [5](#i33c60495941f4a2695af0850d11143df_175)] [added: [5](#i9eb45799c76a40129d05d249625e314b_181)] | | |
| [Consolidated Statements of Comprehensive Income for the Years Ended December 31, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021](#i33c60495941f4a2695af0850d11143df_178)] [added: 2022](#i9eb45799c76a40129d05d249625e314b_184)] | | | | | | [removed: [6](#i33c60495941f4a2695af0850d11143df_178)] [added: [6](#i9eb45799c76a40129d05d249625e314b_184)] | | |
| [Consolidated Statements of Equity for the Years Ended December 31, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021](#i33c60495941f4a2695af0850d11143df_181)] [added: 2022](#i9eb45799c76a40129d05d249625e314b_187)] | | | | | | [removed: [7](#i33c60495941f4a2695af0850d11143df_181)] [added: [7](#i9eb45799c76a40129d05d249625e314b_187)] | | |
| [Consolidated Statements of Cash Flows for the Years Ended December 31, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021](#i33c60495941f4a2695af0850d11143df_184)] [added: 2022](#i9eb45799c76a40129d05d249625e314b_190)] | | | | | | [removed: [8](#i33c60495941f4a2695af0850d11143df_184)] [added: [8](#i9eb45799c76a40129d05d249625e314b_190)] | | |
[removed: | [Notes to Consolidated Financial Statements](#i33c60495941f4a2695af0850d11143df_187) | | | | | | [9](#i33c60495941f4a2695af0850d11143df_187) | | |][added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS]
We have audited the accompanying consolidated balance sheets of American Tower Corporation and subsidiaries (the “Company”) as of December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] the related consolidated statements of operations, comprehensive income, equity, and cash flows, for each of the three years in the period ended December 31, [removed: 2023,] [added: 2024,] and the related notes and the schedule listed in the Index at Item 15 (collectively referred to as the “financial statements”).
In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2023,] [added: 2024,] in conformity with accounting principles generally accepted in the United States of America.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the [removed: Company’s] [added: Company's] internal control over financial reporting as of December 31, [removed: 2023,] [added: 2024,] based on criteria established in *Internal Control — Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February [removed: 27, 2024,] [added: 25, 2025,] expressed an unqualified opinion on the Company's internal control over financial reporting.
The Company reviews goodwill for impairment [removed: at least] annually [added: (as of December 31)] or whenever events or circumstances indicate the carrying [removed: value] [added: amount] of an asset may not be [removed: recoverable.][added: recoverable, as further discussed in note 1.]
The [removed: Company performed its] [added: results of the] annual [added: goodwill] impairment test as of December 31, 2023 [removed: for] [added: indicated that] the [added: carrying amount of the Company’s] Spain reporting [removed: unit.][added: unit exceeded its estimated fair value.]
[removed: The resulting fair value was compared to the reporting unit’s carrying amount, which] indicated that the carrying amount [removed: exceeded] [added: of] the [added: Company's India reporting unit exceeded its] estimated fair value.
| | | | | | | December 31, [removed: 2023] [added: 2024] | | | | | | December 31, [removed: 2022] [added: 2023] | | |
| Cash and cash equivalents | | | [removed: | | |] $ | [removed: 1,973.3] [added: —] | | | | | $ | [removed: 2,028.4] [added: 219.6] | |
| Restricted cash | | | [removed: | | | 120.1] [added: —] | | | | | | [removed: 112.3] [added: 0.4] | | |
| Accounts receivable, net | | | [removed: | | | 669.7] [added: —] | | | | | | [removed: 758.3] [added: 122.2] | | |
| Prepaid and other current assets [removed: | | |] [added: (1)] | | | [removed: 946.9] [added: —] | | | | | | [removed: 723.3] [added: 387.4] | | |
| Total current assets | | | | | | [removed: 3,710.0] [added: 3,178.8] | | | | | | [removed: 3,622.3] [added: 3,710.0] | | |
| [removed: PROPERTY AND EQUIPMENT,] [added: Property and equipment,] net | | | [removed: | | | 19,788.8] [added: $] | [added: —] | | | | | [removed: 19,998.3] [added: $] | [added: 925.6] | |
| [removed: OTHER INTANGIBLE ASSETS,] [added: Other intangible assets,] net | | | [removed: | | | 16,520.7] [added: —] | | | | | | [removed: 17,983.3] [added: 588.4] | | |
| DEFERRED TAX ASSET | | | | | | [removed: 179.1] [added: 122.7] | | | | | | [removed: 129.2] [added: 179.1] | | |
| DEFERRED RENT ASSET | | | | | | [removed: 3,521.8] [added: 3,710.2] | | | | | | [removed: 3,039.1] [added: 3,478.2] | | |
| [removed: RIGHT-OF-USE ASSET | | |] [added: Right-of-use asset] | | | [removed: 8,878.8] [added: —] | | | | | | [removed: 8,918.9] [added: 673.7] | | |
| [removed: NOTES RECEIVABLE AND OTHER NON-CURRENT ASSETS | | |] [added: Notes receivable and other non-current assets] | | | [removed: 789.4] | | | | | | [removed: 546.7] [added: 34.1] | | |
| TOTAL | | | | | | $ | [removed: 66,027.6] [added: 61,077.4] | | | | | $ | [removed: 67,194.5] [added: 66,027.6] | |
| Accounts payable | | | [removed: | | |] $ | [removed: 258.7] [added: —] | | | | | $ | [removed: 218.6] [added: 7.4] | |
| /S/ RAJESH KALATHUR | | | | | | Director | | | | | | February 25, 2025 | | |
| Rajesh Kalathur | | | | | | | | | | | | | | |
| /S/ NEVILLE R. RAY | | | | | | Director | | | | | | February 25, 2025 | | |
| Neville R. Ray | | | | | | | | | | | | | | |
| [Notes to Consolidated Financial Statements](#i9eb45799c76a40129d05d249625e314b_193) | | | | | | [9](#i9eb45799c76a40129d05d249625e314b_193) | | |
Change in estimated useful life of tower assets - Refer to Notes 1, 3, 4, and 5 to the financial statements.
As described in Note 1 to the financial statements, the Company finalized its review of the estimated useful lives of its tower assets, effective as of January 1, 2024.
The Company determined that the estimated useful life of its tower assets should be changed from 20 years to 30 years.
Additionally, consistent with the useful life of the tower assets, the Company changed the useful life of certain intangible assets as well as lease terms used to measure the right of use assets and lease liabilities.
The Company accounted for the change in useful life as a change in accounting estimate and applied the change on a prospective basis beginning on January 1, 2024.
Accordingly, the Company began depreciating its tower assets and amortizing certain intangible assets over the extended useful life.
The change in useful life resulted in (i) a $515 million increase to the right of use assets and related lease liabilities as of January 1, 2024 and (ii) an estimated $730 million decrease in depreciation and amortization expense for the year ended December 31, 2024.
We identified the change in estimated useful life of tower assets as a critical audit matter due to the significant judgments made by management to support the useful life of the tower assets.
There was a high degree of auditor judgment in evaluating
management’s assumptions and estimates and required the assistance of valuation specialists to validate the appropriateness of assumptions made by management.
Our audit procedures related to the change in estimated useful life of tower assets included the following, among others:
- We inquired of management and operations and engineering personnel to understand the process to build, inspect, and maintain tower assets.
- We inquired of management’s independent consultant to understand the processes and procedures that were used to develop the revised estimates of useful life.
- We utilized our fair value specialists that possess relevant engineering expertise to assist us with:
◦Assessing the technical specifications of the Company’s towers and the Company’s operating procedures, as those specifications and procedures impact the useful life of the towers.
◦Performing independent research on the useful life of towers.
- For a selection of countries, we tested the completeness and accuracy of the tower data used by the Company in supporting the change in estimated useful life.
- We tested the effectiveness of internal controls over the development of the estimates of the useful life of the tower assets and the controls over measuring and recognizing the financial statement impacts of the change in estimate.
- With the assistance of professionals in our firm having expertise in lease accounting, we evaluated the Company’s conclusions regarding the accounting for the impact of the change in estimated useful life of the tower assets on the right of use assets and operating lease liabilities.
February 25, 2025
| Cash and cash equivalents | | | | | | $ | 1,999.6 | | | | | $ | 1,753.7 | |
| Restricted cash | | | | | | 108.6 | | | | | | 119.7 | | |
| Accounts receivable, net | | | | | | 540.0 | | | | | | 547.5 | | |
| Current assets of discontinued operations | | | | | | — | | | | | | 729.6 | | |
| GOODWILL | | | | | | 11,768.1 | | | | | | 12,083.5 | | |
| OTHER INTANGIBLE ASSETS, net | | | | | | 14,474.3 | | | | | | 15,932.3 | | |
| NOTES RECEIVABLE AND OTHER NON-CURRENT ASSETS | | | | | | 676.9 | | | | | | 755.3 | | |
| NON-CURRENT ASSETS OF DISCONTINUED OPERATIONS | | | | | | — | | | | | | 2,820.9 | | |
| Accounts payable | | | | | | $ | 240.8 | | | | | $ | 251.3 | |
| Accrued expenses | | | | | | 1,082.0 | | | | | | 1,052.8 | | |
| Accrued interest | | | | | | 373.6 | | | | | | 384.2 | | |
| Current portion of operating lease liability | | | | | | 576.7 | | | | | | 690.4 | | |
| Current portion of long-term obligations | | | | | | 3,693.0 | | | | | | 3,067.3 | | |
| Unearned revenue | | | | | | 329.2 | | | | | | 433.8 | | |
| Current liabilities of discontinued operations | | | | | | — | | | | | | 463.3 | | |
| /S/ RAYMOND P. DOLAN | | | | | | Director | | | | | | February 27, 2024 | | |
| Raymond P. Dolan | | | | | | | | | | | | | | |
| /S/ SAMME L. THOMPSON | | | | | | Director | | | | | | February 27, 2024 | | |
| Samme L. Thompson | | | | | | | | | | | | | | |
Determination of fair value of the Spain reporting unit - Refer to Notes 1, 5, 11, and 16 to the financial statements.
The Company’s evaluation of recovery of goodwill involves the comparison of the carrying amount of a reporting unit, inclusive of allocated goodwill, to the fair value of the applicable reporting unit.
If goodwill is determined to be impaired, the amount of impairment recognized is the amount by which the carrying amount of the reporting unit exceeds the fair value of the reporting unit.
Fair value is generally determined using discounted forecasted cash flows.
Accordingly, the Company recorded an impairment charge of $80.0 million in the consolidated statement of operations.
The remaining goodwill allocated to the Spain reporting unit as of December 31, 2023 was $737.6 million.
We identified the determination of the fair value of the Spain reporting unit, along with the resulting impairment charge, as a critical audit matter due to the significant judgments made by management to estimate the fair value of the reporting unit.
There
was a high degree of auditor judgment in evaluating management’s assumptions and estimates related to revenue growth rate, margin projections, and discount rate used in the determination of fair value based upon a discounted cash flow model.
Our audit procedures related to the determination of fair value of the Spain reporting unit and the recording of a goodwill impairment charge included the following, among others:
- We tested the effectiveness of internal controls over management’s goodwill impairment evaluation, including those over the determination of the fair value of the Spain reporting unit.
- We evaluated the reasonableness of management’s future contracted revenue, revenue growth rates, and margin projections used in the discounted cash flow model to:
◦Historical results.
◦Internal communications to management and the Board of Directors and external communications to investors.
◦Forecasted information included in analyst and industry reports for the Company and the Spanish market.
- With the assistance of our business valuation specialists, we evaluated the reasonableness of the discount rate used in the discounted cash flow model.
- We recalculated the carrying amount of the reporting unit.
- We reperformed the comparison of the fair value to the carrying amount and recalculated the amount of the resulting impairment charge.
February 27, 2024
| GOODWILL | | | | | | 12,639.0 | | | | | | 12,956.7 | | |
| Property | | | $ | 11,001.2 | | | | | $ | 10,470.0 | | | | | $ | 9,109.6 | |
| Total operating revenues | | | 11,144.2 | | | | | | 10,711.1 | | | | | | 9,356.9 | | |
| Property | | | 3,200.5 | | | | | | 3,156.4 | | | | | | 2,585.3 | | |
| Other operating expenses | | | 377.7 | | | | | | 767.6 | | | | | | 398.7 | | |
| Total operating expenses | | | 8,119.3 | | | | | | 8,358.8 | | | | | | 6,224.9 | | |
| OPERATING INCOME | | | 3,024.9 | | | | | | 2,352.3 | | | | | | 3,132.0 | | |
| Interest income | | | 143.4 | | | | | | 71.6 | | | | | | 40.4 | | |
| Interest expense | | | (1,398.2) | | | | | | (1,136.5) | | | | | | (870.9) | | |
| Total other expense | | | (1,503.6) | | | | | | (631.6) | | | | | | (302.6) | | |
| Income tax provision | | | (154.2) | | | | | | (24.0) | | | | | | (261.8) | | |
| Changes in fair value of cash flow hedges, each net of tax expense of $0 | | | | | | — | | | | | | — | | | | | | (0.0) | | |
| Reclassification of unrealized losses on cash flow hedges to net income, each net of tax expense of $0 | | | | | | — | | | | | | — | | | | | | 0.1 | | |
| Allocation of accumulated other comprehensive income resulting from purchases of noncontrolling interest and redeemable noncontrolling interests | | | | | | — | | | | | | — | | | | | | 1.1 | | |
| BALANCE, JANUARY 1, 2021 | | | | | | | | | | | | | | | | | | | | | | | | | | | 455,245 | | | | | | $ | 4.6 | | | | | (10,915) | | | | | | $ | (1,282.4) | | | | | $ | 10,473.7 | | | | | $ | (3,759.4) | | | | | $ | (1,343.0) | | | | | $ | 474.9 | | | | | $ | 4,568.4 | | | | | | | |
| Issuance of common stock | | | | | | | | | | | | | | | | | | | | | | | | | | | 9,900 | | | | | | 0.1 | | | | | | — | | | | | | — | | | | | | 2,361.7 | | | | | | — | | | | | | — | | | | | | — | | | | | | 2,361.8 | | | | | | | | |
| Changes in fair value of cash flow hedges, net of tax | | | | | | | | | | | | | | | | | | | | | | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (0.0) | | | | | | — | | | | | | — | | | | | | (0.0) | | | | | | | | |
An excerpt. Shown here: 40 of 803 rewritten, 40 of 580 added and 40 of 300 removed. The counts are complete. For every sentence, read Item 16. FORM 10-K SUMMARY in the FY2024 filing and the FY2023 filing.