Item 1. UNAUDITED CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

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Item 1. UNAUDITED CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(in millions, except share count and per share data)


	March 31, 2022		December 31, 2021
ASSETS
CURRENT ASSETS:
Cash and cash equivalents	$	1,941.5	$	1,949.9
Restricted cash	329.9		393.4

Accounts receivable, net	820.4		728.9
Prepaid and other current assets	700.1		657.2

Total current assets	3,791.9		3,729.4
PROPERTY AND EQUIPMENT, net	19,916.4		19,784.0
GOODWILL	13,306.6		13,350.1
OTHER INTANGIBLE ASSETS, net	20,224.8		20,727.2
DEFERRED TAX ASSET	179.2		131.6
DEFERRED RENT ASSET	2,653.7		2,539.6
RIGHT-OF-USE ASSET	9,267.1		9,225.1
NOTES RECEIVABLE AND OTHER NON-CURRENT ASSETS	423.8		400.9
TOTAL	$	69,763.5	$	69,887.9
LIABILITIES
CURRENT LIABILITIES:
Accounts payable	$	215.4	$	272.4
Accrued expenses	1,187.5		1,412.8
Distributions payable	644.5		642.1
Accrued interest	195.6		254.7
Current portion of operating lease liability	731.4		712.6
Current portion of long-term obligations	5,309.9		4,568.7
Unearned revenue	1,015.7		1,204.0
Total current liabilities	9,300.0		9,067.3
LONG-TERM OBLIGATIONS	38,154.5		38,685.5
OPERATING LEASE LIABILITY	8,027.1		8,041.8
ASSET RETIREMENT OBLIGATIONS	2,062.5		2,003.0
DEFERRED TAX LIABILITY	1,785.4		1,830.9
OTHER NON-CURRENT LIABILITIES	1,183.3		1,189.8
Total liabilities	60,512.8		60,818.3
COMMITMENTS AND CONTINGENCIES

EQUITY (shares in thousands):



Common stock: $.01 par value; 1,000,000 shares authorized; 467,192 and 466,687 shares issued; and 456,277 and 455,772 shares outstanding, respectively	4.7		4.7
Additional paid-in capital	12,266.1		12,240.2
Distributions in excess of earnings	(1,072.4)		(1,142.4)
Accumulated other comprehensive loss	(4,553.0)		(4,738.9)
Treasury stock (10,915 shares at cost)	(1,282.4)		(1,282.4)
Total American Tower Corporation equity	5,363.0		5,081.2
Noncontrolling interests	3,887.7		3,988.4
Total equity	9,250.7		9,069.6
TOTAL	$	69,763.5	$	69,887.9

See accompanying notes to unaudited consolidated and condensed consolidated financial statements.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(in millions, except share and per share data)


	Three Months Ended March 31,
	2022		2021
REVENUES:
Property	$	2,600.8	$	2,129.7
Services	59.5		28.8
Total operating revenues	2,660.3		2,158.5
OPERATING EXPENSES:
Costs of operations (exclusive of items shown separately below):
Property	771.5		563.3
Services	27.9		11.0
Depreciation, amortization and accretion	815.8		522.5
Selling, general, administrative and development expense	293.9		182.6
Other operating expenses	26.1		50.4
Total operating expenses	1,935.2		1,329.8
OPERATING INCOME	725.1		828.7
OTHER INCOME (EXPENSE):

Interest income	9.9		11.4
Interest expense	(262.4)		(207.0)
Loss on retirement of long-term obligations	—		(25.7)
Other income (including foreign currency gains of $242.1 and $94.7, respectively)	252.6		95.2
Total other income (expense)	0.1		(126.1)
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES	725.2		702.6
Income tax provision	(22.5)		(50.3)
NET INCOME	702.7		652.3
Net loss (income) attributable to noncontrolling interests	9.0		(7.3)


NET INCOME ATTRIBUTABLE TO AMERICAN TOWER CORPORATION COMMON STOCKHOLDERS	$	711.7	$	645.0
NET INCOME PER COMMON SHARE AMOUNTS:
Basic net income attributable to American Tower Corporation common stockholders	$	1.56	$	1.45
Diluted net income attributable to American Tower Corporation common stockholders	$	1.56	$	1.45
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING (in thousands):
BASIC	455,946		444,486
DILUTED	457,211		446,294

See accompanying notes to unaudited consolidated and condensed consolidated financial statements.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(in millions)


	Three Months Ended March 31,
	2022		2021
Net income	$	702.7	$	652.3
Other comprehensive income (loss):
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	—		0.0


Foreign currency translation adjustments, net of tax expense (benefit) of $0.0 and $(0.0), respectively.	94.4		(323.7)
Other comprehensive income (loss)	94.4		(323.7)
Comprehensive income	797.1		328.6
Comprehensive loss attributable to noncontrolling interests	100.5		14.1
Allocation of accumulated other comprehensive income resulting from purchases of noncontrolling interest and redeemable noncontrolling interests	—		0.1
Comprehensive income attributable to American Tower Corporation stockholders	$	897.6	$	342.8

See accompanying notes to unaudited consolidated and condensed consolidated financial statements.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in millions)


	Three Months Ended March 31,
	2022		2021
CASH FLOWS FROM OPERATING ACTIVITIES
Net income	$	702.7	$	652.3
Adjustments to reconcile net income to cash provided by operating activities
Depreciation, amortization and accretion	815.8		522.5
Stock-based compensation expense	56.7		38.0
Loss on early retirement of long-term obligations	—		25.7
Other non-cash items reflected in statements of operations	(232.8)		(87.5)
Increase in net deferred rent balances	(109.3)		(119.9)
Right-of-use asset and Operating lease liability, net	(26.6)		4.1
Changes in unearned revenue	(201.4)		111.8
(Increase) decrease in assets	(171.5)		18.1
Decrease in liabilities	(170.0)		(72.4)
Cash provided by operating activities	663.6		1,092.7
CASH FLOWS FROM INVESTING ACTIVITIES
Payments for purchase of property and equipment and construction activities	(386.1)		(324.8)
Payments for acquisitions, net of cash acquired	(128.6)		(114.8)

Proceeds from sale of short-term investments and other non-current assets	3.2		4.4

Deposits and other	(1.6)		(3.5)
Cash used for investing activities	(513.1)		(438.7)
CASH FLOWS FROM FINANCING ACTIVITIES

Borrowings under credit facilities	2,250.0		1,870.0
Proceeds from issuance of senior notes, net	—		1,398.1



Repayments of notes payable, credit facilities, senior notes, secured debt, term loans and finance leases	(1,817.1)		(3,071.3)
Distributions to noncontrolling interest holders	(0.1)		(8.1)



Proceeds from stock options	8.0		1.9
Distributions paid on common stock	(641.2)		(544.9)



Payment for early retirement of long-term obligations	—		(61.9)
Deferred financing costs and other financing activities	(50.5)		(61.3)
Purchase of redeemable noncontrolling interest	—		(2.5)

Cash used for financing activities	(250.9)		(480.0)
Net effect of changes in foreign currency exchange rates on cash and cash equivalents, and restricted cash	28.5		(42.1)
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS, AND RESTRICTED CASH	(71.9)		131.9
CASH AND CASH EQUIVALENTS, AND RESTRICTED CASH, BEGINNING OF PERIOD	2,343.3		1,861.4
CASH AND CASH EQUIVALENTS, AND RESTRICTED CASH, END OF PERIOD	$	2,271.4	$	1,993.3
CASH PAID FOR INCOME TAXES (NET OF REFUNDS OF $0.3 AND $24.8, RESPECTIVELY)	$	99.8	$	5.8
CASH PAID FOR INTEREST	$	304.0	$	239.1
NON-CASH INVESTING AND FINANCING ACTIVITIES:
Purchases of property and equipment under finance leases and perpetual easements	$	1.8	$	10.5
Decrease in accounts payable and accrued expenses for purchases of property and equipment and construction activities	$	(46.9)	$	(34.4)

See accompanying notes to unaudited consolidated and condensed consolidated financial statements.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF EQUITY

(in millions, share counts in thousands)


	Common Stock	Treasury Stock			Additional Paid-in Capital	Accumulated Other Comprehensive Loss		Distributions in Excess of Earnings		Noncontrolling Interests		Total Equity
Three Months Ended March 31, 2021 and 2022		Issued Shares	Amount		Shares	Amount
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
Stock-based compensation related activity		437	0.0		—	—		(0.7)		—		—		—		(0.7)




Changes in fair value of cash flow hedges, net of tax		—	—		—	—		—		(0.0)		—		—		(0.0)
Reclassification of unrealized losses on cash flow hedges to net income, net of tax		—	—		—	—		—		0.0		—		—		0.0
Foreign currency translation adjustment, net of tax		—	—		—	—		—		(302.3)		—		(21.2)		(323.5)


Distributions to noncontrolling interest holders		—	—		—	—		—		—		—		(0.3)		(0.3)
Redemption of noncontrolling interest		26	0.0		—	—		1.7		—		—		(1.7)		—
Purchase of redeemable noncontrolling interest		—	—		—	—		(0.1)		0.1		—		—		—

Common stock distributions declared		—	—		—	—		—		—		(553.8)		—		(553.8)

Net income		—	—		—	—		—		—		645.0		3.8		648.8
BALANCE, MARCH 31, 2021		455,708	$	4.6	(10,915)	$	(1,282.4)	$	10,474.6	$	(4,061.6)	$	(1,251.8)	$	455.5	$	4,338.9

BALANCE, JANUARY 1, 2022		466,687	$	4.7	(10,915)	$	(1,282.4)	$	12,240.2	$	(4,738.9)	$	(1,142.4)	$	3,988.4	$	9,069.6
Stock-based compensation related activity		505	0.0		—	—		25.9		—		—		—		25.9






Foreign currency translation adjustment, net of tax		—	—		—	—		—		185.9		—		(91.5)		94.4


Distributions to noncontrolling interest holders		—	—		—	—		—		—		—		(0.2)		(0.2)



Common stock distributions declared		—	—		—	—		—		—		(641.7)		—		(641.7)

Net income (loss)		—	—		—	—		—		—		711.7		(9.0)		702.7
BALANCE, MARCH 31, 2022		467,192	$	4.7	(10,915)	$	(1,282.4)	$	12,266.1	$	(4,553.0)	$	(1,072.4)	$	3,887.7	$	9,250.7

See accompanying notes to unaudited consolidated and condensed consolidated financial statements.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)

1. BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES

The accompanying consolidated and condensed consolidated financial statements have been prepared by American Tower Corporation (together with its subsidiaries, “ATC” or the “Company”) pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). The financial information included herein is unaudited. However, the Company believes that all adjustments, which are of a normal and recurring nature, considered necessary for a fair presentation of its financial position and results of operations for such periods have been included herein. The consolidated and condensed consolidated financial statements and related notes should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2021 (the “2021 Form 10-K”). The results of operations for the three months ended March 31, 2022 are not necessarily indicative of the results that may be expected for the entire year.

Principles of Consolidation and Basis of Presentation—The accompanying consolidated and condensed consolidated financial statements include the accounts of the Company and those entities in which it has a controlling interest. Investments in entities that the Company does not control are accounted for using the equity method or as investments in equity securities, depending upon the Company’s ability to exercise significant influence over operating and financial policies. All intercompany accounts and transactions have been eliminated.

As of March 31, 2022, the Company holds (i) a 52% controlling interest in subsidiaries whose holdings consist of the Company’s operations in France, Germany, Poland and Spain (such subsidiaries collectively, “ATC Europe”) (Allianz and CDPQ (each as defined in note 11) hold the noncontrolling interests) and (ii) a 51% controlling interest in a joint venture whose holdings consist of the Company’s operations in Bangladesh (Confidence Tower Holdings Ltd. (“Confidence Group”) holds the noncontrolling interest). As of March 31, 2022, ATC Europe holds an 87% and an 83% controlling interest in subsidiaries that consist of the Company’s operations in Germany and Spain, respectively (PGGM holds the noncontrolling interests). See note 11 for a discussion of changes to the Company’s noncontrolling interests during the three months ended March 31, 2022 and 2021.

Change in Reportable Segments—During the fourth quarter of 2021, as a result of the Company’s acquisition of CoreSite Realty Corporation (“CoreSite,” and the acquisition, the “CoreSite Acquisition”), the Company updated its reportable segments to add a Data Centers segment. The Data Centers segment is within the Company’s property operations. The Company now reports its results in seven segments – U.S. & Canada property, Asia-Pacific property, Africa property, Europe property, Latin America property, Data Centers and Services, which are discussed further in note 15. The change in reportable segments had no impact on the Company’s consolidated financial statements for any prior periods. Historical financial information included in this Quarterly Report on Form 10-Q (this “Quarterly Report”) has been adjusted to reflect the change in reportable segments.

Significant Accounting Policies—The Company’s significant accounting policies are described in note 1 to the Company’s consolidated financial statements included in the 2021 Form 10-K. There have been no material changes to the Company’s significant accounting policies during the three months ended March 31, 2022.

Cash and Cash Equivalents and Restricted Cash—The reconciliation of cash and cash equivalents and restricted cash reported within the applicable balance sheet that sum to the total of the same such amounts shown in the statements of cash flows is as follows:


	Three Months Ended March 31,
	2022		2021
Cash and cash equivalents	$	1,941.5	$	1,913.6
Restricted cash	329.9		79.7
Total cash, cash equivalents and restricted cash	$	2,271.4	$	1,993.3

The increase in restricted cash during the three months ended March 31, 2022 was due to advance payments from a customer received during the year ended December 31, 2021.

Revenue—The Company’s revenue is derived from leasing the right to use its communications sites, the land on which the sites are located and its data center facilities (the “lease component”) and from the reimbursement of costs incurred by the Company in operating the communications sites and data center facilities and supporting its customers’ equipment as well as other services and contractual rights (the “non-lease component”). Most of the Company’s revenue is derived from leasing arrangements and is accounted for as lease revenue unless the timing and pattern of revenue recognition of

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)

the non-lease component differs from the lease component. If the timing and pattern of the non-lease component revenue recognition differs from that of the lease component, the Company separately determines the stand-alone selling prices and pattern of revenue recognition for each performance obligation. Revenue related to distributed antenna system (“DAS”) networks and fiber and other related assets results from agreements with customers are generally not accounted for as leases.

Non-lease property revenue—Non-lease property revenue consists primarily of revenue generated from DAS networks, fiber and other property related revenue. DAS networks and fiber arrangements generally require that the Company provide the tenant the right to use available capacity on the applicable communications infrastructure. Performance obligations are satisfied over time for the duration of the arrangements. Non-lease property revenue also includes revenue generated from interconnection services in the Company’s data center facilities. Interconnection services are generally contracted on a month-to-month basis and are cancellable by the Company or the data center customer at any time. Performance obligations are satisfied over time for the duration of the arrangements. Other property related revenue streams, which include site inspections, are not material on either an individual or consolidated basis. There were no material changes in the receivables, contract assets and contract liabilities from contracts with customers for the three months ended March 31, 2022.

Services revenue—The Company offers tower-related services in the United States. These services include site application, zoning and permitting (“AZP”) and structural analysis. There is a single performance obligation related to AZP and revenue is recognized over time based on milestones achieved, which are determined based on costs expected to be incurred. Structural analysis services may have more than one performance obligation, contingent upon the number of contracted services. Revenue is recognized at the point in time the services are completed.

A summary of revenue disaggregated by source and geography is as follows:


Three Months Ended March 31, 2022	U.S. & Canada		Asia-Pacific		Africa		Europe		Latin America		Data Centers (1)		Total
Non-lease property revenue	$	74.2	$	3.0	$	7.1	$	2.4	$	37.3	$	25.8	$	149.8
Services revenue	59.5		—		—				—		—		59.5
Total non-lease revenue	$	133.7	$	3.0	$	7.1	$	2.4	$	37.3	$	25.8	$	209.3
Property lease revenue	1,158.2		295.5		260.7		196.1		382.0		158.5		2,451.0
Total revenue	$	1,291.9	$	298.5	$	267.8	$	198.5	$	419.3	$	184.3	$	2,660.3

(1)Data Centers consists of the Company’s data center facilities located in the United States.


Three Months Ended March 31, 2021	U.S. & Canada		Asia-Pacific		Africa		Europe		Latin America		Data Centers (1)		Total
Non-lease property revenue	$	71.6	$	2.5	$	4.9	$	2.2	$	31.9	$	—	$	113.1
Services revenue	28.8		—		—		—		—		—		28.8
Total non-lease revenue	$	100.4	$	2.5	$	4.9	$	2.2	$	31.9	$	—	$	141.9
Property lease revenue	1,157.2		278.9		230.8		42.4		304.8		2.5		2,016.6
Total revenue	$	1,257.6	$	281.4	$	235.7	$	44.6	$	336.7	$	2.5	$	2,158.5

(1)Data Centers consists of the Company’s data center facilities located in the United States. For the three months ended March 31, 2021, revenue attributable to the Company’s data center assets previously reported in the U.S. & Canada property segment is now shown in the Data Centers segment.

Property revenue for the three months ended March 31, 2022 and 2021 includes straight-line revenue of $109.4 million and $119.9 million, respectively.

Accounting Standards Updates

In March 2020, the Financial Accounting Standards Board (the “FASB”) issued guidance to provide optional expedients and exceptions for applying accounting principles generally accepted in the United States to contracts, hedging relationships and other transactions affected by reference rate reform if certain criteria are met. The guidance applies only to contracts, hedging relationships and other transactions that reference the London Interbank Offered Rate (“LIBOR”) or another reference rate expected to be discontinued because of reference rate reform. The expedients and exceptions provided by the guidance do not apply to contract modifications made and hedging relationships entered into or evaluated after December 31, 2022, except for hedging relationships existing as of December 31, 2022 for which an

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)

entity has elected certain optional expedients that are retained through the end of the hedging relationship. In January 2021, the FASB issued additional guidance that clarifies that certain practical expedients and exceptions for contract modifications and hedge accounting apply to derivatives that are affected by reference rate reform. As of March 31, 2022, the Company has not modified any contracts as a result of reference rate reform and is evaluating the impact this standard may have on its financial statements.

2. PREPAID AND OTHER CURRENT ASSETS

Prepaid and other current assets consisted of the following:


	As of
	March 31, 2022		December 31, 2021
Prepaid assets	$	113.4	$	94.5
Prepaid income tax	131.4		128.6

Unbilled receivables	290.0		269.6
Value added tax and other consumption tax receivables	76.7		83.9
Other miscellaneous current assets	88.6		80.6
Prepaid and other current assets	$	700.1	$	657.2

3. LEASES

The Company determines if an arrangement is a lease at the inception of the agreement. The Company considers an arrangement to be a lease if it conveys the right to control the use of the communications infrastructure or ground space underneath communications infrastructure for a period of time in exchange for consideration. The Company is both a lessor and a lessee.

During the three months ended March 31, 2022, the Company made no changes to the methods described in note 4 to its consolidated financial statements included in the 2021 Form 10-K. As of March 31, 2022, the Company does not have any material related party leases as either a lessor or a lessee. To the extent there are any intercompany leases, these are eliminated in consolidation.

Lessor— Historically, the Company has been able to successfully renew its applicable leases as needed to ensure continuation of its revenue. Accordingly, the Company assumes that it will have access to the land underneath its sites when calculating future minimum rental receipts. Future minimum rental receipts expected under non-cancellable operating lease agreements as of March 31, 2022 were as follows:


Fiscal Year	Amount (1)
Remainder of 2022	$	5,030.8
2023	7,198.2
2024	6,926.7
2025	6,403.7
2026	5,811.7
Thereafter	29,849.7
Total	$	61,220.8

(1)Balances are translated at the applicable period-end exchange rate, which may impact comparability between periods.

Lessee—The Company assesses its right-of-use asset and other lease-related assets for impairment, as described in note 1 to the Company’s consolidated financial statements included in the 2021 Form 10-K. There were no material impairments recorded related to these assets during the three months ended March 31, 2022 and 2021.

The Company leases certain land, buildings, equipment and office space under operating leases and land and improvements, towers, equipment and vehicles under finance leases. As of March 31, 2022, operating lease assets were included in Right-of-use asset and finance lease assets were included in Property and equipment, net in the consolidated balance sheet. During the three months ended March 31, 2022, other than leases acquired in connection with acquisitions, there were no material changes in the terms and provisions of the Company’s operating leases in which the Company is a lessee. There were no material changes in finance lease assets and liabilities during the three months ended March 31, 2022.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)

Information about other lease-related balances is as follows:


	As of
	March 31, 2022		December 31, 2021
Operating leases:
Right-of-use asset	$	9,267.1	$	9,225.1

Current portion of lease liability	$	731.4	$	712.6
Lease liability	8,027.1		8,041.8
Total operating lease liability	$	8,758.5	$	8,754.4

The weighted-average remaining lease terms and incremental borrowing rates are as follows:


	As of
	March 31, 2022		December 31, 2021
Operating leases:
Weighted-average remaining lease term (years)	12.6		13.0
Weighted-average incremental borrowing rate	5.2	%	5.1	%

The following table sets forth the components of lease cost:


	Three Months Ended March 31,
	2022		2021
Operating lease cost	$	306.5	$	251.3
Variable lease costs not included in lease liability (1)	101.4		69.3

(1)Includes property tax paid on behalf of the landlord.

Supplemental cash flow information is as follows:


	Three Months Ended March 31,
	2022		2021
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	(336.3)	$	(244.9)



Non-cash items:
New operating leases (1)	$	58.6	$	89.2
Operating lease modifications and reassessments (2)	$	(11.2)	$	85.7

(1)Amount includes new operating leases and leases acquired in connection with acquisitions.

(2)Amount includes a reduction of the operating lease liability due to purchase accounting measurement period adjustments.

As of March 31, 2022, the Company does not have material operating or financing leases that have not yet commenced.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)

Maturities of operating lease liabilities as of March 31, 2022 were as follows:


Fiscal Year	Operating Lease (1)
Remainder of 2022	$	846.8
2023	1,108.2
2024	1,058.2
2025	994.3
2026	941.9
Thereafter	7,091.3
Total lease payments	12,040.7
Less amounts representing interest	(3,282.2)
Total lease liability	8,758.5
Less current portion of lease liability	731.4
Non-current lease liability	$	8,027.1

(1)Balances are translated at the applicable period-end exchange rate, which may impact comparability between periods.

4. GOODWILL AND OTHER INTANGIBLE ASSETS

The changes in the carrying value of goodwill for each of the Company’s business segments were as follows:


	Property												Services		Total
	U.S. & Canada		Asia-Pacific		Africa		Europe		Latin America		Data Centers
Balance as of January 1, 2022	$	4,648.4	$	990.1	$	612.2	$	3,230.4	$	888.6	$	2,978.4	$	2.0	$	13,350.1
Adjustments (1)	—		—		—		3.1		(0.1)		(0.8)		—		2.2
Effect of foreign currency translation	0.7		(18.8)		(14.9)		(87.2)		74.5		—		—		(45.7)
Balance as of March 31, 2022	$	4,649.1	$	971.3	$	597.3	$	3,146.3	$	963.0	$	2,977.6	$	2.0	$	13,306.6

(1)Europe and Latin America consist of measurement period adjustments related to the Telxius Acquisition (as defined in note 14). Data Centers consists of measurement period adjustments related to the CoreSite Acquisition.

The Company’s other intangible assets subject to amortization consisted of the following:


		As of March 31, 2022						As of December 31, 2021
	Estimated Useful Lives (years)	Gross Carrying Value		Accumulated Amortization		Net Book Value		Gross Carrying Value		Accumulated Amortization		Net Book Value
Acquired network location intangibles (1)	Up to 20	$	6,306.2	$	(2,395.4)	$	3,910.8	$	6,294.6	$	(2,305.1)	$	3,989.5
Acquired tenant-related intangibles	Up to 20	20,033.5		(5,363.7)		14,669.8		20,030.5		(5,051.5)		14,979.0
Acquired licenses and other intangibles	2-20	1,810.3		(166.1)		1,644.2		1,807.9		(49.2)		1,758.7
Total other intangible assets		$	28,150.0	$	(7,925.2)	$	20,224.8	$	28,133.0	$	(7,405.8)	$	20,727.2

(1)Acquired network location intangibles are amortized over the shorter of the term of the corresponding ground lease, taking into consideration lease renewal options and residual value, generally up to 20 years, as the Company considers these intangibles to be directly related to the tower assets.

The acquired network location intangibles represent the value to the Company of the incremental revenue growth that could potentially be obtained from leasing the excess capacity on acquired tower communications infrastructure. The acquired tenant-related intangibles typically represent the value to the Company of tenant contracts and relationships in

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)

place at the time of an acquisition or similar transaction, including assumptions regarding estimated renewals. Other intangibles represent the value of acquired licenses, trade name and in place leases. In place lease value represents the fair value of costs avoided in securing data center customers, including vacancy periods, legal costs and commissions. In place lease value also includes assumptions on similar costs avoided upon the renewal or extension of existing leases on a basis consistent with occupancy assumptions used in the fair value of other assets.

The Company amortizes its acquired intangible assets on a straight-line basis over their estimated useful lives. As of March 31, 2022, the remaining weighted average amortization period of the Company’s intangible assets was 15 years. Amortization of intangible assets for the three months ended March 31, 2022 and 2021 was $458.6 million and $253.4 million, respectively. The increase in amortization expense is primarily due to intangible assets acquired since the beginning of the prior-year period, including as a result of the Telxius Acquisition and the CoreSite Acquisition. Based on current exchange rates, the Company expects to record amortization expense as follows over the remaining current year and the five subsequent years:


Fiscal Year	Amount
Remainder of 2022	$	1,378.1
2023	1,645.8
2024	1,432.2
2025	1,407.2
2026	1,373.1
2027	1,370.4

5. ACCRUED EXPENSES

Accrued expenses consisted of the following:


	As of
	March 31, 2022		December 31, 2021
Accrued construction costs	$	132.7	$	197.3
Accrued income tax payable	31.4		84.8
Accrued pass-through costs	89.6		91.0
Amounts payable for acquisitions	9.4		95.2
Amounts payable to tenants	75.7		81.1
Accrued property and real estate taxes	265.6		255.3
Accrued rent	79.9		78.8

Payroll and related withholdings	93.5		124.7
Other accrued expenses	409.7		404.6
Total accrued expenses	$	1,187.5	$	1,412.8

6. LONG-TERM OBLIGATIONS

Outstanding amounts under the Company’s long-term obligations, reflecting discounts, premiums, debt issuance costs and fair value adjustments due to interest rate swaps consisted of the following:


	As of
	March 31, 2022		December 31, 2021		Maturity Date
2021 Multicurrency Credit Facility (1) (2)	$	5,206.1	$	4,388.4	June 30, 2025
2021 Term Loan (1)	995.6		995.4		January 31, 2027
2021 Credit Facility (1)	2,550.0		1,410.0		January 31, 2027
2021 EUR Three Year Delayed Draw Term Loan (1) (2)	912.5		937.6		May 28, 2024
2021 USD 364-Day Delayed Draw Term Loan (1)	2,998.9		2,998.5		December 28, 2022
2021 USD Two Year Delayed Draw Term Loan (1)	1,498.6		1,498.4		December 28, 2023
2.250% senior notes (3)	—		600.3		N/A
3.50% senior notes	998.4		997.9		January 31, 2023
3.000% senior notes	700.3		709.9		June 15, 2023
0.600% senior notes	498.1		497.9		January 15, 2024
5.00% senior notes	1,001.5		1,000.9		February 15, 2024

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)


3.375% senior notes	647.3		647.0		May 15, 2024
2.950% senior notes	645.1		644.7		January 15, 2025
2.400% senior notes	746.4		746.1		March 15, 2025
1.375% senior notes (4)	548.9		563.8		April 4, 2025
4.000% senior notes	745.8		745.5		June 1, 2025
1.300% senior notes	496.6		496.4		September 15, 2025
4.400% senior notes	497.7		497.6		February 15, 2026
1.600% senior notes	695.5		695.2		April 15, 2026
1.950% senior notes (4)	549.3		564.3		May 22, 2026
1.450% senior notes	593.4		593.0		September 15, 2026
3.375% senior notes	991.6		991.2		October 15, 2026
3.125% senior notes	398.3		398.3		January 15, 2027
2.750% senior notes	745.4		745.2		January 15, 2027
0.450% senior notes (4)	824.4		847.1		January 15, 2027
0.400% senior notes (4)	547.6		562.5		February 15, 2027
3.55% senior notes	745.7		745.5		July 15, 2027
3.600% senior notes	694.5		694.3		January 15, 2028
0.500% senior notes (4)	822.7		845.3		January 15, 2028
1.500% senior notes	646.0		645.8		January 31, 2028
3.950% senior notes	591.8		591.6		March 15, 2029
0.875% senior notes (4)	824.5		847.3		May 21, 2029
3.800% senior notes	1,635.5		1,635.1		August 15, 2029
2.900% senior notes	742.7		742.5		January 15, 2030
2.100% senior notes	741.4		741.2		June 15, 2030
0.950% senior notes (4)	546.0		561.0		October 5, 2030
1.875% senior notes	791.6		791.4		October 15, 2030
2.700% senior notes	693.9		693.7		April 15, 2031
2.300% senior notes	691.2		691.0		September 15, 2031
1.000% senior notes (4)	712.0		731.7		January 15, 2032
1.250% senior notes (4)	546.2		561.2		May 21, 2033
3.700% senior notes	592.1		592.1		October 15, 2049
3.100% senior notes	1,038.1		1,038.0		June 15, 2050
2.950% senior notes	1,021.6		1,021.5		January 15, 2051
Total American Tower Corporation debt	41,110.8		39,943.3

Series 2013-2A securities (5)	1,298.6		1,298.2		March 15, 2023
Series 2018-1A securities (5)	495.5		495.3		March 15, 2028
Series 2015-2 notes (6)	522.9		522.7		June 16, 2025
CoreSite Debt (7)	—		955.1		N/A
Other subsidiary debt (8)	5.9		8.0		Various
Total American Tower subsidiary debt	2,322.9		3,279.3
Finance lease obligations	30.7		31.6
Total	43,464.4		43,254.2
Less current portion of long-term obligations	(5,309.9)		(4,568.7)
Long-term obligations	$	38,154.5	$	38,685.5

(1)Accrues interest at a variable rate.

(2)As of March 31, 2022 reflects borrowings denominated in Euro (“EUR”) and, for the 2021 Multicurrency Credit Facility (as defined below), reflects borrowings denominated in both EUR and U.S. Dollars (“USD”).

(3)Repaid in full on January 14, 2022 using borrowings under the 2021 Credit Facility (as defined below).

(4)Notes are denominated in EUR.

(5)Maturity date reflects the anticipated repayment date; final legal maturity is March 15, 2048.

(6)Maturity date reflects the anticipated repayment date; final legal maturity is June 15, 2050.

(7)Debt entered into by CoreSite assumed in connection with the CoreSite Acquisition (the “CoreSite Debt”). On January 7, 2022, all amounts outstanding under the CoreSite Debt were repaid using borrowings under the 2021 Multicurrency Credit Facility and cash on hand.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)

(8)Includes debt entered into by the Company’s Kenyan subsidiary in connection with an acquisition of communications sites in Kenya, which is denominated in USD and is payable either (i) in future installments subject to the satisfaction of specified conditions or (ii) five years from the note origination date, including the exercise of the optional two year extension, subject to the satisfaction of specified conditions. As of December 31, 2021, also included U.S. subsidiary debt related to a seller-financed acquisition.

*Current portion of long-term obligations—*The Company’s current portion of long-term obligations primarily includes (i) $3.0 billion in borrowings under the 2021 USD 364-Day Delayed Draw Term Loan (as defined below) due December 28, 2022, (ii) $1.3 billion aggregate principal amount of the Company’s Secured Tower Revenue Securities, Series 2013-2A due March 15, 2023 and (iii) $1.0 billion aggregate principal amount of the Company’s 3.50% senior unsecured notes due January 31, 2023.

*Securitized Debt—*Cash flows generated by the communications sites that secure the securitized debt of the Company are only available for payment of such debt and are not available to pay the Company’s other obligations or the claims of its creditors. However, subject to certain restrictions, the Company holds the right to receive the excess cash flows not needed to service the securitized debt and other obligations arising out of the securitizations. The securitized debt is the obligation of the issuers thereof or borrowers thereunder, as applicable, and their subsidiaries, and not of the Company or its other subsidiaries.

Repayment of CoreSite Debt—On January 7, 2022, the Company repaid the entire amount outstanding under the CoreSite Debt, plus accrued and unpaid interest up to, but excluding, January 7, 2022, for an aggregate redemption price of $962.9 million, including $80.1 million of prepayment consideration and $7.8 million in accrued and unpaid interest. The repayment of the CoreSite Debt was funded with borrowings under the 2021 Multicurrency Credit Facility and cash on hand.

Repayment of 2.250% Senior Notes—On January 14, 2022, the Company repaid $600.0 million aggregate principal amount of the Company’s 2.250% senior unsecured notes due January 15, 2022 (the “2.250% Notes”) upon their maturity. The 2.250% Notes were repaid using borrowings under the 2021 Credit Facility. Upon completion of the repayment, none of the 2.250% Notes remained outstanding.

Subsequent to March 31, 2022, the Company completed a registered public offering of the 3.650% Notes and the 4.050% Notes, each as defined and further discussed in note 16.

Bank Facilities

*2021 Multicurrency Credit Facility—*During the three months ended March 31, 2022, the Company borrowed an aggregate of $850.0 million under the Company’s $6.0 billion senior unsecured multicurrency revolving credit facility, as amended and restated in December 2021 (the “2021 Multicurrency Credit Facility”). The Company used the borrowings to repay outstanding indebtedness, including the CoreSite Debt, and for general corporate purposes.

*2021 Credit Facility—*During the three months ended March 31, 2022, the Company borrowed an aggregate of $1.4 billion, and repaid an aggregate of $260.0 million of revolving indebtedness under the Company’s $4.0 billion senior unsecured revolving credit facility, as amended and restated in December 2021 (the “2021 Credit Facility”). The Company used the borrowings to repay outstanding indebtedness, including the 2.250% Notes, and for general corporate purposes.

As of March 31, 2022, the key terms under the 2021 Multicurrency Credit Facility, the 2021 Credit Facility, the Company’s $1.0 billion unsecured term loan, as amended and restated in December 2021 (the “2021 Term Loan”), the Company’s 825.0 million EUR unsecured term loan, as amended and restated in December 2021 (the “2021 EUR Three Year Delayed Draw Term Loan”), the Company’s $3.0 billion unsecured term loan entered into in December 2021 (the “2021 USD 364-Day Delayed Draw Term Loan”) and the Company’s $1.5 billion unsecured term loan entered into in December 2021 (the “2021 USD Two Year Delayed Draw Term Loan”) were as follows:

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)


	Outstanding Principal Balance (in millions)		Undrawn letters of credit (in millions)		Maturity Date		Current margin over LIBOR or EURIBOR (1)		Current commitment fee (2)
2021 Multicurrency Credit Facility	$	5,206.1	$	3.5	June 30, 2025	(3)	1.125	%	0.110	%
2021 Credit Facility	2,550.0		21.2		January 31, 2027	(3)	1.125	%	0.110	%
2021 Term Loan	1,000.0		N/A		January 31, 2027		1.125	%	N/A
2021 EUR Three Year Delayed Draw Term Loan	913.0		N/A		May 28, 2024		1.125	%	N/A
2021 USD 364-Day Delayed Draw Term Loan	3,000.0		N/A		December 28, 2022		1.125	%	N/A
2021 USD Two Year Delayed Draw Term Loan	1,500.0		N/A		December 28, 2023		1.125	%	N/A

(1)LIBOR applies to the USD denominated borrowings under the 2021 Multicurrency Credit Facility, the 2021 Credit Facility, the 2021 Term Loan, the 2021 USD 364-Day Delayed Draw Term Loan and the 2021 USD Two Year Delayed Draw Term Loan. Euro Interbank Offer Rate (“EURIBOR”) applies to the EUR denominated borrowings under the 2021 Multicurrency Credit Facility and all of the borrowings under the 2021 EUR Three Year Delayed Draw Term Loan.

(2)Fee on undrawn portion of each credit facility.

(3)Subject to two optional renewal periods.

7. FAIR VALUE MEASUREMENTS

The Company determines the fair value of its financial instruments based on the fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. Below are the three levels of inputs that may be used to measure fair value:


			Level 1			Quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date.

			Level 2			Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

			Level 3			Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

Items Measured at Fair Value on a Recurring Basis—The fair values of the Company’s financial assets and liabilities that are required to be measured on a recurring basis at fair value were as follows:


	March 31, 2022					December 31, 2021
	Fair Value Measurements Using					Fair Value Measurements Using
	Level 1		Level 2		Level 3	Level 1		Level 2		Level 3
Assets:
Interest rate swap agreements	—		$	0.8	—	—		$	11.0	—
Investments in equity securities (1)	$	46.6	—		—	$	37.1	—		—
Liabilities:

Fair value of debt related to interest rate swap agreements (2)	$	1.9	—		—	$	12.2	—		—

(1)Investments in equity securities are recorded in Notes receivable and other non-current assets in the consolidated balance sheet at fair value. Unrealized holding gains and losses for equity securities are recorded in Other income (expense) in the consolidated statements of operations in the current period. During the three months ended March 31, 2022, the Company recognized unrealized gains of $9.5 million for equity securities held as of March 31, 2022.

(2)Included in the carrying values of the corresponding debt obligations.

During the three months ended March 31, 2022, the Company made no changes to the methods described in note 11 to its consolidated financial statements included in the 2021 Form 10-K that it used to measure the fair value of its interest rate swap agreements. In January 2022, the interest rate swap agreements with certain lenders under the 2.250% Notes expired upon maturity of the underlying debt. As of March 31, 2022, there were no amounts outstanding under the interest rate swap agreements under the 2.250% Notes.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)

Items Measured at Fair Value on a Nonrecurring Basis

Assets Held and Used—The Company’s long-lived assets are recorded at amortized cost and, if impaired, are adjusted to fair value using Level 3 inputs. There were no material impairments during the three months ended March 31, 2022 and 2021. There were no other items measured at fair value on a nonrecurring basis during the three months ended March 31, 2022 or 2021.

Fair Value of Financial Instruments—The Company’s financial instruments for which the carrying value reasonably approximates fair value at March 31, 2022 and December 31, 2021 include cash and cash equivalents, restricted cash, accounts receivable and accounts payable. The Company’s estimates of fair value of its long-term obligations, including the current portion, are based primarily upon reported market values. For long-term debt not actively traded, fair value is estimated using either indicative price quotes or a discounted cash flow analysis using rates for debt with similar terms and maturities. As of March 31, 2022 and December 31, 2021, the carrying value of long-term obligations, including the current portion, was $43.5 billion and $43.3 billion, respectively. As of March 31, 2022, the fair value of long-term obligations, including the current portion, was $42.2 billion, of which $25.6 billion was measured using Level 1 inputs and $16.6 billion was measured using Level 2 inputs. As of December 31, 2021, the fair value of long-term obligations, including the current portion, was $44.1 billion, of which $28.5 billion was measured using Level 1 inputs and $15.6 billion was measured using Level 2 inputs.

8. INCOME TAXES

The Company provides for income taxes at the end of each interim period based on the estimated effective tax rate (“ETR”) for the full fiscal year. Cumulative adjustments to the Company’s estimate are recorded in the interim period in which a change in the estimated annual ETR is determined. Under the provisions of the Internal Revenue Code of 1986, as amended, the Company may deduct amounts distributed to stockholders against the income generated by its real estate investment trust (“REIT”) operations. The Company continues to be subject to income taxes on the income of its domestic taxable REIT subsidiaries and income taxes in foreign jurisdictions where it conducts operations. In addition, the Company is able to offset certain income by utilizing its net operating losses, subject to specified limitations.

The Company provides valuation allowances if, based on the available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. Management assesses the available evidence to estimate if sufficient future taxable income will be generated to use the existing deferred tax assets.

The decrease in the income tax provision during the three months ended March 31, 2022 as compared to the three months ended March 31, 2021 was primarily attributable to the reversal of valuation allowances in certain jurisdictions. These valuation allowance reversals were recognized as a reduction to the income tax provision as the net related deferred tax assets were deemed realizable based on changes in facts and circumstances relevant to the assets’ recoverability.

As of March 31, 2022 and December 31, 2021, the total unrecognized tax benefits that would impact the ETR, if recognized, were approximately $99.2 million and $94.8 million, respectively. The amount of unrecognized tax benefits during the three months ended March 31, 2022 includes additions to the Company’s existing tax positions of $1.7 million and foreign currency exchange rate fluctuations of $2.5 million. Unrecognized tax benefits are expected to change over the next 12 months if certain tax matters ultimately settle with the applicable taxing jurisdiction during this time frame, as described in note 12 to the Company’s consolidated financial statements included in the 2021 Form 10-K. The impact of the amount of these changes to previously recorded uncertain tax positions could range from zero to $16.8 million.

The Company recorded the following penalties and income tax-related interest expense during the three months ended March 31, 2022 and 2021:


	Three Months Ended March 31,
	2022		2021
Penalties and income tax-related interest expense	$	7.3	$	3.7

As of March 31, 2022 and December 31, 2021, the total amount of accrued income tax related interest and penalties included in the consolidated balance sheets were $51.7 million and $42.3 million, respectively.

9. STOCK-BASED COMPENSATION

Summary of Stock-Based Compensation Plans—The Company maintains equity incentive plans that provide for the grant of stock-based awards to its directors, officers and employees. The Company’s 2007 Equity Incentive Plan, as

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)

amended (the “2007 Plan”), provides for the grant of non-qualified and incentive stock options, as well as restricted stock units, restricted stock and other stock-based awards. Exercise prices for non-qualified and incentive stock options are not less than the fair value of the underlying common stock on the date of grant. Equity awards typically vest ratably, generally over four years for time-based restricted stock units (“RSUs”) and stock options and three years for performance-based restricted stock units (“PSUs”). Stock options generally expire ten years from the date of grant. As of March 31, 2022, the Company had the ability to grant stock-based awards with respect to an aggregate of 5.2 million shares of common stock under the 2007 Plan. In connection with the CoreSite Acquisition, the Company assumed the remaining shares previously available for issuance under a plan approved by the CoreSite shareholders, which converted into 1.4 million shares of the Company’s common stock. These shares will be available for issuance under the 2007 Plan, however, will only be available for grants to certain employees and will not be available for issuance beyond the period when they would have been available under the CoreSite plan, or March 20, 2023, at which time they will no longer be available for grant. In addition, the Company maintains an employee stock purchase plan (the “ESPP”) pursuant to which eligible employees may purchase shares of the Company’s common stock on the last day of each bi-annual offering period at a 15% discount from the lower of the closing market value on the first or last day of such offering period. The offering periods run from June 1 through November 30 and from December 1 through May 31 of each year.

During the three months ended March 31, 2022 and 2021, the Company recorded the following stock-based compensation expense in selling, general, administrative and development expense:


	Three Months Ended March 31,
	2022		2021
Stock-based compensation expense	$	56.7	$	38.0

Stock Options—As of March 31, 2022, there was no unrecognized compensation expense related to unvested stock options.

The Company’s option activity for the three months ended March 31, 2022 was as follows (shares disclosed in full amounts):


						Number of Options
Outstanding as of January 1, 2022						1,067,999

Exercised						(99,367)
Forfeited						—
Expired						—
Outstanding as of March 31, 2022						968,632

*Restricted Stock Units—*As of March 31, 2022, total unrecognized compensation expense related to unvested RSUs granted under the 2007 Plan, including the CoreSite Replacement Awards (as defined below), was $260.9 million and is expected to be recognized over a weighted average period of approximately three years. Vesting of RSUs is subject generally to the employee’s continued employment or death, disability or qualified retirement (each as defined in the applicable RSU award agreement). In December 2021, in connection with the CoreSite Acquisition, the Company assumed and converted certain equity awards previously granted by CoreSite under its equity plan into corresponding equity awards with respect to shares of the Company’s common stock (the “CoreSite Replacement Awards”). As of March 31, 2022, total unrecognized compensation expense related to the CoreSite Replacement Awards was $17.3 million and is expected to be recognized over a weighted average period of approximately two years.

*Performance-Based Restricted Stock Units—*During the three months ended March 31, 2022, the Company’s Compensation Committee (the “Compensation Committee”) granted an aggregate of 98,542 PSUs (the “2022 PSUs”) to its executive officers and established the performance metrics for these awards. During the years ended December 31, 2021 and 2020, the Compensation Committee granted an aggregate of 98,694 PSUs (the “2021 PSUs”) and 110,925 PSUs (the “2020 PSUs”), respectively, to its executive officers and established the performance metrics for these awards. During the year ended December 31, 2020, in connection with the retirement of the Company’s former Chief Executive Officer, an aggregate of 40,186 shares underlying the 2020 PSUs were forfeited, which included the target number of shares issuable at the end of the three-year performance period for such executive’s 2020 PSUs. Threshold, target and maximum parameters were established for the metrics for a three-year performance period with respect to each of the 2022 PSUs, the 2021 PSUs and the 2020 PSUs and will be used to calculate the number of shares that will be issuable when each award vests, which may range from zero to 200% of the target amounts. At the end of each three-year performance period, the number of shares that vest will depend on the degree of achievement against the pre-established

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)

performance goals. PSUs will be paid out in common stock at the end of each performance period, subject generally to the executive’s continued employment or death, disability or qualified retirement (each as defined in the applicable PSU award agreement). PSUs will accrue dividend equivalents prior to vesting, which will be paid out only in respect of shares that actually vest.

Restricted Stock Units and Performance-Based Restricted Stock Units—The Company’s RSU and PSU activity for the three months ended March 31, 2022 was as follows (shares disclosed in full amounts):


	RSUs	PSUs
Outstanding as of January 1, 2022 (1) (2)	1,298,178	267,621
Granted (3)	662,332	98,542
Vested and Released (4)	(518,502)	(54,381)
Forfeited	(18,043)	—
Outstanding as of March 31, 2022	1,423,965	311,782
Vested and deferred as of March 31, 2022 (5)	4,253	43,807

(1)RSUs include 125,841 shares of the CoreSite Replacement Awards.

(2)PSUs consist of the target number of shares issuable at the end of the three-year performance period for the outstanding 2021 PSUs and the outstanding 2020 PSUs, or 98,694 shares and 70,739 shares, respectively, and the shares issuable at the end of the three-year performance period for the PSUs granted in 2019 (the “2019 PSUs”) based on achievement against the performance metrics for the three-year performance period, or 98,188 shares.

(3)PSUs consist of the target number of shares issuable at the end of the three-year performance period for the 2022 PSUs, or 98,542 shares.

(4)Includes 12,868 shares of previously vested and deferred RSUs. PSUs consist of shares vested pursuant to the 2019 PSUs. There are no additional shares to be earned related to the 2019 PSUs.

(5)Vested and deferred RSUs and PSUs are related to deferred compensation for certain former employees.

During the three months ended March 31, 2022, the Company recorded $8.3 million in stock-based compensation expense for equity awards in which the performance goals have been established and were probable of being achieved. The remaining unrecognized compensation expense related to these awards at March 31, 2022 was $26.9 million based on the Company’s current assessment of the probability of achieving the performance goals. The weighted average period over which the cost will be recognized is approximately two years.

10. EQUITY

Sales of Equity Securities—The Company receives proceeds from sales of its equity securities pursuant to the ESPP and upon exercise of stock options granted under the 2007 Plan. During the three months ended March 31, 2022, the Company received an aggregate of $8.0 million in proceeds upon exercises of stock options.

2020 “At the Market” Stock Offering Program—In August 2020, the Company established an “at the market” stock offering program through which it may issue and sell shares of its common stock having an aggregate gross sales price of up to $1.0 billion (the “2020 ATM Program”). Sales under the 2020 ATM Program may be made by means of ordinary brokers’ transactions on the New York Stock Exchange or otherwise at market prices prevailing at the time of sale, at prices related to prevailing market prices or, subject to specific instructions of the Company, at negotiated prices. The Company intends to use the net proceeds from any issuances under the 2020 ATM Program for general corporate purposes, which may include, among other things, the funding of acquisitions, additions to working capital and repayment or refinancing of existing indebtedness. As of March 31, 2022, the Company has not sold any shares of common stock under the 2020 ATM Program.

Stock Repurchase Programs—In March 2011, the Company’s Board of Directors approved a stock repurchase program, pursuant to which the Company is authorized to repurchase up to $1.5 billion of its common stock (the “2011 Buyback”). In December 2017, the Board of Directors approved an additional stock repurchase program, pursuant to which the Company is authorized to repurchase up to $2.0 billion of its common stock (the “2017 Buyback,” and, together with the 2011 Buyback, the “Buyback Programs”).

Under the Buyback Programs, the Company is authorized to purchase shares from time to time through open market purchases, in privately negotiated transactions not to exceed market prices, and (with respect to such open market purchases) pursuant to plans adopted in accordance with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, in accordance with securities laws and other legal requirements and subject to market conditions and other factors.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)

During the three months ended March 31, 2022, there were no repurchases under either of the Buyback Programs. As of March 31, 2022, the Company has repurchased a total of 14,361,283 shares of its common stock under the 2011 Buyback for an aggregate of $1.5 billion, including commissions and fees. As of March 31, 2022, the Company has not made any repurchases under the 2017 Buyback.

The Company expects to fund any further repurchases of its common stock through a combination of cash on hand, cash generated by operations and borrowings under its credit facilities. Repurchases under the Buyback Programs are subject to, among other things, the Company having available cash to fund the repurchases.

Distributions—During the three months ended March 31, 2022, the Company declared or paid the following cash distributions (per share data reflects actual amounts):


Declaration Date	Payment Date	Record Date	Distribution per share		Aggregate Payment Amount (1)
Common Stock


March 10, 2022	April 29, 2022	April 13, 2022	$	1.40	$	638.8
December 15, 2021	January 14, 2022	December 27, 2021	$	1.39	$	633.5

(1)Does not include amounts accrued for distributions payable related to unvested restricted stock units.

During the three months ended March 31, 2021, the Company declared or paid the following cash distributions (per share data reflects actual amounts):


Declaration Date	Payment Date	Record Date	Distribution per share		Aggregate Payment Amount (1)
Common Stock


March 4, 2021	April 29, 2021	April 13, 2021	$	1.24	$	551.5
December 3, 2020	February 2, 2021	December 28, 2020	$	1.21	$	537.6

(1)Does not include amounts accrued for distributions payable related to unvested restricted stock units.

The Company accrues distributions on unvested restricted stock units, which are payable upon vesting. As of March 31, 2022, the amount accrued for distributions payable related to unvested restricted stock units was $9.1 million. During the three months ended March 31, 2022 and 2021, the Company paid $6.6 million and $7.3 million of distributions upon the vesting of restricted stock units, respectively. To maintain its qualification for taxation as a REIT, the Company expects to continue paying distributions, the amount, timing and frequency of which will be determined, and subject to adjustment, by the Company’s Board of Directors.

11. NONCONTROLLING INTERESTS

Dividend to noncontrolling interest— Certain of the Company’s subsidiaries may, from time to time, declare dividends. In December 2021, AT Iberia C.V. declared a dividend of 14.0 million EUR (approximately $15.9 million) payable pursuant to the terms of the ownership agreements to ATC Europe and PGGM in proportion to their respective equity interests in AT Iberia C.V.

*Purchase of Interests—*In March 2021, the Company purchased the remaining minority interests held in a subsidiary in the United States for total consideration of $6.0 million. The purchase price was settled with unregistered shares of the Company’s common stock, in lieu of cash. The Company now owns 100% of the subsidiary as a result of the purchase.

*Reorganization of European Interests—*In June 2021, in connection with the funding of the Telxius Acquisition, the Company completed a reorganization of its subsidiaries in Europe. As part of the reorganization, PGGM converted its previously held 49% noncontrolling interest in Former ATC Europe into noncontrolling interests in new subsidiaries, consisting of the Company's operations in Germany and Spain, inclusive of the assets acquired pursuant to the Telxius Acquisition. The reorganization included cash consideration paid to PGGM of 178.0 million EUR (approximately $214.9 million). The reorganization is reflected in the consolidated statements of equity as (i) a reduction in Additional Paid-in Capital of $648.4 million and (ii) an increase in Noncontrolling Interests of $601.0 million, and in the consolidated statements of comprehensive income (loss) as an increase in Comprehensive income attributable to American Tower Corporation stockholders of $47.4 million.

CDPQ and Allianz Partnerships—In May and June 2021, the Company entered into agreements with Caisse de dépôt et placement du Québec (“CDPQ”) and Allianz insurance companies and funds managed by Allianz Capital Partners

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)

GmbH, including the Allianz European Infrastructure Fund (collectively, “Allianz”), for CDPQ and Allianz to acquire 30% and 18% noncontrolling interests, respectively, in ATC Europe (the “ATC Europe Transactions”). The Company completed the ATC Europe Transactions in September 2021 for total aggregate consideration of 2.6 billion EUR (approximately $3.1 billion at the date of closing). After the completion of the ATC Europe Transactions, the Company holds a 52% controlling ownership interest in ATC Europe.

As of March 31, 2022, ATC Europe consists of the Company’s operations in France, Germany, Poland and Spain. The Company currently holds a 52% controlling interest in ATC Europe, with CDPQ and Allianz holding 30% and 18% noncontrolling interests, respectively. ATC Europe holds a 100% interest in the subsidiaries that consist of the Company’s operations in France and Poland and an 87% and an 83% controlling interest in the subsidiaries that consist of the Company’s operations in Germany and Spain, respectively, with PGGM holding a 13% and a 17% noncontrolling interest in each respective subsidiary.

Bangladesh Partnership—In August 2021, the Company acquired a 51% controlling interest in Kirtonkhola Tower Bangladesh Limited (“KTBL”) for 900 million Bangladeshi Taka (“BDT”) (approximately $10.6 million at the date of closing). Confidence Group holds a 49% noncontrolling interest in KTBL.

The changes in noncontrolling interests were as follows:


	Three Months Ended March 31,
	2022		2021
Balance as of January 1,	$	3,988.4	$	474.9



Redemption of noncontrolling interest (1)	—		(1.7)
Net (loss) income attributable to noncontrolling interests	(9.0)		3.8
Foreign currency translation adjustment attributable to noncontrolling interests, net of tax	(91.5)		(21.2)

Distributions to noncontrolling interest holders	(0.2)		(0.3)

Balance as of March 31,	$	3,887.7	$	455.5

(1)Represents the impact of the purchase of interests described above on Noncontrolling interests.

12. EARNINGS PER COMMON SHARE

The following table sets forth basic and diluted net income per common share computational data (shares in thousands, except per share data):


	Three Months Ended March 31,
	2022		2021


Net income attributable to American Tower Corporation common stockholders	$	711.7	$	645.0
Basic weighted average common shares outstanding	455,946		444,486
Dilutive securities	1,265		1,808
Diluted weighted average common shares outstanding	457,211		446,294
Basic net income attributable to American Tower Corporation common stockholders per common share	$	1.56	$	1.45
Diluted net income attributable to American Tower Corporation common stockholders per common share	$	1.56	$	1.45

Shares Excluded From Dilutive Effect—The following shares were not included in the computation of diluted earnings per share because the effect would be anti-dilutive (in thousands, on a weighted average basis):


	Three Months Ended March 31,
	2022	2021
Restricted stock units	106	—

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)

13. COMMITMENTS AND CONTINGENCIES

Litigation—The Company periodically becomes involved in various claims, lawsuits and proceedings that are incidental to its business. In the opinion of Company management, after consultation with counsel, there are no matters currently pending that would, in the event of an adverse outcome, materially impact the Company’s consolidated financial position, results of operations or liquidity.

Verizon Transaction—In March 2015, the Company entered into an agreement with various operating entities of Verizon Communications Inc. (“Verizon”) that currently provides for the lease, sublease or management of approximately 11,250 wireless communications sites commencing March 27, 2015. The average term of the lease or sublease for all sites at the inception of the agreement was approximately 28 years, assuming renewals or extensions of the underlying ground leases for the sites. The Company has the option to purchase the leased sites in tranches, subject to the applicable lease, sublease or management rights upon its scheduled expiration. Each tower is assigned to an annual tranche, ranging from 2034 to 2047, which represents the outside expiration date for the sublease rights to the towers in that tranche. The purchase price for each tranche is a fixed amount stated in the lease for such tranche plus the fair market value of certain alterations made to the related towers. The aggregate purchase option price for the towers leased and subleased is approximately $5.0 billion. Verizon will occupy the sites as a tenant for an initial term of ten years with eight optional successive five-year terms; each such term shall be governed by standard master lease agreement terms established as a part of the transaction.

AT&T Transaction—The Company has an agreement with SBC Communications Inc., a predecessor entity to AT&T Inc. (“AT&T”), that currently provides for the lease or sublease of approximately 2,000 towers commencing between December 2000 and August 2004. Substantially all of the towers are part of the securitization transactions completed in March 2013 and March 2018. The average term of the lease or sublease for all communications sites at the inception of the agreement was approximately 27 years, assuming renewals or extensions of the underlying ground leases for the sites. The Company has the option to purchase the sites subject to the applicable lease or sublease upon its expiration. Each tower is assigned to an annual tranche, ranging from 2013 to 2032, which represents the outside expiration date for the sublease rights to that tower. The purchase price for each site is a fixed amount stated in the lease for that site plus the fair market value of certain alterations made to the related tower by AT&T. As of March 31, 2022, the Company has purchased an aggregate of approximately 400 of the subleased towers which are subject to the applicable agreement. The aggregate purchase option price for the remaining towers leased and subleased is $1.1 billion and includes per annum accretion through the applicable expiration of the lease or sublease of a site. For all such sites, AT&T has the right to continue to lease the reserved space through June 30, 2025 at the then-current monthly fee, which shall escalate in accordance with the standard master lease agreement for the remainder of AT&T’s tenancy. Thereafter, AT&T shall have the right to renew such lease for up to five successive five-year terms.

Other Contingencies—The Company is subject to income tax and other taxes in the geographic areas where it holds assets or operates, and periodically receives notifications of audits, assessments or other actions by taxing authorities. Taxing authorities may issue notices or assessments while audits are being conducted. In certain jurisdictions, taxing authorities may issue assessments with minimal examination. These notices and assessments do not represent amounts that the Company is obligated to pay and are often not reflective of the actual tax liability for which the Company will ultimately be liable. In the process of responding to assessments of taxes that the Company believes are not enforceable, the Company avails itself of both administrative and judicial remedies. The Company evaluates the circumstances of each notification or assessment based on the information available and, in those instances in which the Company does not anticipate a successful defense of positions taken in its tax filings, a liability is recorded in the appropriate amount based on the underlying assessment.

On December 5, 2016, the Company received an income tax assessment of Essar Telecom Infrastructure Private Limited (“ETIPL”) from the India Income Tax Department (the “Tax Department”) for the fiscal year ending 2008 in the amount of INR 4.75 billion ($69.8 million on the date of assessment) related to capital contributions. The Company challenged the assessment before the Office of Commissioner of Income Tax - Appeals, which ruled in the Company’s favor in January 2018. However, the Tax Department has appealed this ruling at a higher appellate authority. The Company estimates that there is a more likely than not probability that the Company’s position will be sustained upon appeal. Accordingly, no liability has been recorded. Additionally, the assessment was made with respect to transactions that took place in the tax year commencing in 2007, prior to the Company’s acquisition of ETIPL. Under the Company’s definitive acquisition agreement with ETIPL, the seller is obligated to indemnify and defend the Company with respect to any tax-related liability that may arise from activities prior to March 31, 2010.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)

14. ACQUISITIONS

Impact of current year acquisitions—The Company typically acquires communications sites and other communications infrastructure assets from wireless carriers or other tower operators and subsequently integrates those sites and related assets into its existing portfolio of communications sites and related assets. In the United States, the Company has also acquired data center facilities and related assets, including through the CoreSite Acquisition, as discussed below. The financial results of the Company’s acquisitions have been included in the Company’s consolidated statements of operations for the three months ended March 31, 2022 from the date of the respective acquisition. The date of acquisition, and by extension the point at which the Company begins to recognize the results of an acquisition, may depend on, among other things, the receipt of contractual consents, the commencement and extent of leasing arrangements and the timing of the transfer of title or rights to the assets, which may be accomplished in phases. Communications sites acquired from communications service providers may never have been operated as a business and may instead have been utilized solely by the seller as a component of its network infrastructure. An acquisition may or may not involve the transfer of business operations or employees.

The Company evaluates each of its acquisitions under the accounting guidance framework to determine whether to treat an acquisition as an asset acquisition or a business combination. For those transactions treated as asset acquisitions, the purchase price is allocated to the assets acquired, with no recognition of goodwill.

For those acquisitions accounted for as business combinations, the Company recognizes acquisition and merger related expenses in the period in which they are incurred and services are received; for transactions accounted for as asset acquisitions, these costs are capitalized as part of the purchase price. Acquisition and merger related costs may include finder’s fees, advisory, legal, accounting, valuation and other professional or consulting fees and general administrative costs directly related to completing the transaction. Integration costs include incremental and non-recurring costs necessary to convert data and systems, retain employees and otherwise enable the Company to operate acquired businesses or assets efficiently. The Company records acquisition and merger related expenses for business combinations, as well as integration costs for all acquisitions, in Other operating expenses in the consolidated statements of operations.

During the three months ended March 31, 2022 and 2021, the Company recorded acquisition and merger related expenses for business combinations and non-capitalized asset acquisition costs and integration costs as follows:


	Three Months Ended March 31,
	2022		2021
Acquisition and merger related expenses	$	5.7	$	34.6
Integration costs	$	10.0	$	16.6

During the three months ended March 31, 2022 and 2021, the Company also recorded benefits of $1.6 million and $4.0 million, respectively, related to pre-acquisition contingencies and settlements.

2022 Transactions

The estimated aggregate impact of the acquisitions completed in 2022 on the Company’s revenues and gross margin for the three months ended March 31, 2022 was not material to the Company’s operating results. The revenues and gross margin amounts also reflect incremental revenues from the addition of new customers to communications infrastructure assets subsequent to the transaction date.

Other Acquisitions—During the three months ended March 31, 2022, the Company acquired a total of 27 communications sites, as well as other communications infrastructure assets, in the United States, Canada and Nigeria for an aggregate purchase price of $29.1 million. These acquisitions were accounted for as asset acquisitions.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)

The following table summarizes the allocations of the purchase prices for the fiscal year 2022 acquisitions based upon their estimated fair value at the date of acquisition:


	Allocation
Current assets	$	0.7

Property and equipment	14.2
Intangible assets (1):
Tenant-related intangible assets	12.0
Network location intangible assets	3.0
Other intangible assets	—
Other non-current assets	0.3
Current liabilities	(0.4)
Deferred tax liability	—
Other non-current liabilities	(0.7)
Net assets acquired	29.1
Goodwill	—
Fair value of net assets acquired	29.1


Purchase price	$	29.1

(1)Tenant-related intangible assets and network location intangible assets are amortized on a straight-line basis generally over a 20 year period.

Other Signed Acquisitions

Orange Acquisition—On November 28, 2019, the Company entered into definitive agreements with Orange S.A. for the acquisition of up to approximately 2,000 communications sites in France over a period of up to five years for total consideration in the range of approximately 500.0 million EUR to 600.0 million EUR (approximately $550.5 million to $660.5 million at the date of signing) to be paid over the five-year term. The Company completed the acquisition of 1,197 of these communications sites during the years ended December 31, 2020 and 2021. The remaining communications sites are expected to continue to close in tranches, subject to customary closing conditions.

2021 Transactions

Telxius Acquisition—On January 13, 2021, the Company entered into two agreements with Telxius Telecom, S.A. (“Telxius”), a subsidiary of Telefónica, S.A., pursuant to which the Company agreed to acquire Telxius’ European and Latin American tower divisions, comprising approximately 31,000 communications sites in Argentina, Brazil, Chile, Germany, Peru and Spain, for approximately 7.7 billion EUR (approximately $9.4 billion at the date of signing) (the “Telxius Acquisition”), subject to certain adjustments. In June 2021, the Company completed the acquisition of nearly 20,000 communications sites in Germany and Spain, for total consideration of approximately 6.3 billion EUR (approximately $7.7 billion at the date of closing), subject to certain post-closing adjustments and over 7,000 communications sites in Brazil, Peru, Chile and Argentina, for total consideration of approximately 0.9 billion EUR (approximately $1.1 billion at the date of closing), subject to certain post-closing adjustments.

On August 2, 2021, the Company completed the acquisition of the approximately 4,000 remaining communications sites in Germany pursuant to the Telxius Acquisition for 0.6 billion EUR (approximately $0.7 billion at the date of closing).

Of the aggregate purchase price, 243.3 million EUR (approximately $269.2 million), including post-closing adjustments, of deferred payments are due in September 2025 and are reflected in Other non-current liabilities in the consolidated balance sheet as of March 31, 2022. The acquired operations in Germany and Spain are included in the Europe property segment and the acquired operations in Brazil, Peru, Chile and Argentina are included in the Latin America property segment. The Telxius Acquisition was accounted for as a business combination and is subject to post-closing adjustments. During the three months ended March 31, 2022, certain adjustments were made to increase the purchase price by $2.6 million, decrease assets by $32.3 million and reduce liabilities by $31.9 million, with a corresponding increase in goodwill of $3.0 million. There were no other material post-closing adjustments. The full reconciliation and finalization of the assets acquired and liabilities assumed, including those subject to valuation, have not been completed and, as a result, there may be additional post-closing adjustments.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)

CoreSite Acquisition—On November 14, 2021, the Company entered into an agreement with CoreSite to acquire all issued and outstanding shares of CoreSite common stock at $170.00 per share. CoreSite’s portfolio consisted of 24 data center facilities and related assets in eight United States markets. On December 28, 2021, the Company completed the CoreSite Acquisition for total consideration of approximately $10.4 billion, including the assumption and repayment of CoreSite’s existing debt. The acquired assets and operations are included in the Data Centers segment. The CoreSite Acquisition was accounted for as a business combination and is subject to post-closing adjustments. Subsequent to the acquisition dates, certain adjustments were made to decrease assets by $0.2 million and reduce liabilities by $1.0 million, with a corresponding decrease in goodwill of $0.8 million. There were no other material post-closing adjustments. The full reconciliation and finalization of the assets acquired and liabilities assumed, including those subject to valuation, have not been completed and, as a result, there may be additional post-closing adjustments.

Pro Forma Consolidated Results (Unaudited)

The following table presents the unaudited pro forma financial results as if the 2022 acquisitions had occurred on January 1, 2021 and the 2021 acquisitions had occurred on January 1, 2020. The pro forma results, to the extent available, are based on historical information, and accordingly may not fully reflect the current operations of the acquired business. In addition, the pro forma results do not include any anticipated cost synergies, costs or other integration impacts. Accordingly, such pro forma amounts are not necessarily indicative of the results that actually would have occurred had the transactions been completed on the dates indicated, nor are they indicative of the future operating results of the Company.


	Three Months Ended March 31,
	2022		2021
Pro forma revenues	$	2,660.3	$	2,500.8
Pro forma net income attributable to American Tower Corporation common stockholders	$	711.7	$	544.9
Pro forma net income per common share amounts:
Basic net income attributable to American Tower Corporation common stockholders	$	1.56	$	1.20
Diluted net income attributable to American Tower Corporation common stockholders	$	1.56	$	1.19

15. BUSINESS SEGMENTS

Property

Communications Sites and Related Communications Infrastructure—The Company’s primary business is leasing space on multitenant communications sites to wireless service providers, radio and television broadcast companies, wireless data providers, government agencies and municipalities and tenants in a number of other industries. This business is referred to as the Company’s property operations.

Data Centers—During the fourth quarter of 2021, as a result of the CoreSite Acquisition, the Company established the Data Centers segment as a reportable segment. The Data Centers segment relates to data center facilities and related assets that the Company owns and operates in the United States. The Data Centers segment offers different services from, and requires different resources, skill sets and marketing strategies than, the existing property operating segment in the U.S. & Canada. Prior to this revision, the Company operated in five property business segments: (i) U.S. & Canada property, (ii) Asia-Pacific property (iii) Africa property, (iii) Europe property and (iv) Latin America property.

The change in reportable segments had no impact on the Company’s consolidated financial statements for any prior periods. Historical financial information included in this Quarterly Report has been adjusted to reflect the change in reportable segments.

As of March 31, 2022, the Company’s property operations consisted of the following:

U.S. & Canada: property operations in Canada and the United States;
Asia-Pacific: property operations in Australia, Bangladesh, India and the Philippines;
Africa: property operations in Burkina Faso, Ghana, Kenya, Niger, Nigeria, South Africa and Uganda;
Europe: property operations in France, Germany, Poland and Spain;
Latin America: property operations in Argentina, Brazil, Chile, Colombia, Costa Rica, Mexico, Paraguay and Peru; and
Data Centers: data center property operations in the United States.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)

Services—The Company’s Services segment offers tower-related services in the United States, including AZP and structural analysis, which primarily support its communications site leasing business, including the addition of new tenants and equipment on its communications sites. The Services segment is a strategic business unit that offers different services from, and requires different resources, skill sets and marketing strategies than, the property operating segments.

The accounting policies applied in compiling segment information below are similar to those described in note 1 to the Company’s consolidated financial statements included in the 2021 Form 10-K and as updated in note 1 above. Among other factors, in evaluating financial performance in each business segment, management uses segment gross margin and segment operating profit. The Company defines 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. The Company defines segment operating profit as segment gross margin less Selling, general, administrative and development expense attributable to the segment, excluding stock-based compensation expense and corporate expenses. These measures of segment gross margin and segment operating profit are also before Interest income, Interest expense, Gain (loss) on retirement of long-term obligations, Other income (expense), Net income (loss) attributable to noncontrolling interests and Income tax benefit (provision). The categories of expenses indicated above, such as depreciation, have been excluded from segment operating performance as they are not considered in the review of information or the evaluation of results by management. There are no significant revenues resulting from transactions between the Company’s operating segments. All intercompany transactions are eliminated to reconcile segment results and assets to the consolidated statements of operations and consolidated balance sheets.

Summarized financial information concerning the Company’s reportable segments for the three months ended March 31, 2022 and 2021 is shown in the following tables. The “Other” column (i) represents amounts excluded from specific segments, such as business development operations, stock-based compensation expense and corporate expenses included in Selling, general, administrative and development expense; Other operating expenses; Interest income; Interest expense; Gain (loss) on retirement of long-term obligations; and Other income (expense), and (ii) reconciles segment operating profit to Income from continuing operations before income taxes.


	Property												Total Property		Services		Other		Total
Three Months Ended March 31, 2022	U.S. & Canada		Asia-Pacific		Africa		Europe		Latin America		Data Centers
Segment revenues	$	1,232.4	$	298.5	$	267.8	$	198.5	$	419.3	$	184.3	$	2,600.8	$	59.5			$	2,660.3
Segment operating expenses	199.8		175.1		97.7		92.3		130.0		76.6		771.5		27.9				799.4
Segment gross margin	1,032.6		123.4		170.1		106.2		289.3		107.7		1,829.3		31.6				1,860.9
Segment selling, general, administrative and development expense (1)	42.8		47.9		22.5		14.9		28.8		16.4		173.3		6.0				179.3
Segment operating profit	$	989.8	$	75.5	$	147.6	$	91.3	$	260.5	$	91.3	$	1,656.0	$	25.6			$	1,681.6
Stock-based compensation expense																	$	56.7	56.7
Other selling, general, administrative and development expense																	57.9		57.9
Depreciation, amortization and accretion																	815.8		815.8
Other expense (2)																	26.0		26.0
Income from continuing operations before income taxes																			$	725.2
Total assets	$	27,247.9	$	5,102.1	$	4,894.0	$	11,741.3	$	9,136.0	$	10,996.2	$	69,117.5	$	86.3	$	559.7	$	69,763.5

(1)Segment selling, general, administrative and development expenses exclude stock-based compensation expense of $56.7 million.

(2)Primarily includes interest expense, partially offset by gains from foreign currency exchange rate fluctuations.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)


	Property												Total Property		Services		Other		Total
Three Months Ended March 31, 2021	U.S. & Canada		Asia-Pacific		Africa		Europe		Latin America		Data Centers
Segment revenues	$	1,228.8	$	281.4	$	235.7	$	44.6	$	336.7	$	2.5	$	2,129.7	$	28.8			$	2,158.5
Segment operating expenses	197.0		175.5		80.9		7.8		101.2		0.9		563.3		11.0				574.3
Segment gross margin	1,031.8		105.9		154.8		36.8		235.5		1.6		1,566.4		17.8				1,584.2
Segment selling, general, administrative and development expense (1)	38.3		7.1		18.9		5.6		23.3		1.0		94.2		4.2				98.4
Segment operating profit	$	993.5	$	98.8	$	135.9	$	31.2	$	212.2	$	0.6	$	1,472.2	$	13.6			$	1,485.8
Stock-based compensation expense																	$	38.0	38.0
Other selling, general, administrative and development expense																	46.2		46.2
Depreciation, amortization and accretion																	522.5		522.5
Other expense (2)																	176.5		176.5
Income from continuing operations before income taxes																			$	702.6
Total assets	$	27,240.7	$	5,214.1	$	4,905.4	$	1,836.7	$	7,127.2	$	91.2	$	46,415.3	$	59.4	$	467.8	$	46,942.5

(1)Segment selling, general, administrative and development expenses exclude stock-based compensation expense of $38.0 million.

(2)Primarily includes interest expense, partially offset by gains from foreign currency exchange rate fluctuations.

16. SUBSEQUENT EVENTS

Offering of Senior Notes

*3.650% Senior Notes and 4.050% Senior Notes Offering—*On April 1, 2022, the Company completed a registered public offering of $650.0 million aggregate principal amount of 3.650% senior unsecured notes due 2027 (the “3.650% Notes”) and $650.0 million aggregate principal amount of 4.050% senior unsecured notes due 2032 (the “4.050% Notes” and, together with the 3.650% Notes, the “Notes”). The net proceeds from this offering were approximately $1,282.6 million, after deducting commissions and estimated expenses. The Company used the net proceeds to repay existing indebtedness under the 2021 Multicurrency Credit Facility, the 2021 Credit Facility and the 2021 USD 364-Day Delayed Draw Term Loan.

The key terms of the Notes are as follows:


Senior Notes	Aggregate Principal Amount (in millions)		Issue Date and Interest Accrual Date	Maturity Date	Contractual Interest Rate		First Interest Payment	Interest Payments Due (1)	Par Call Date (2)
3.650% Notes	$	650.0	April 1, 2022	March 15, 2027	3.650	%	September 15, 2022	March 15 and September 15	February 15, 2027
4.050% Notes	$	650.0	April 1, 2022	March 15, 2032	4.050	%	September 15, 2022	March 15 and September 15	December 15, 2031

(1)Accrued and unpaid interest on USD denominated notes is payable in USD semi-annually in arrears and will be computed from the issue date on the basis of a 360-day year comprised of twelve 30-day months.

(2)The Company may redeem the Notes at any time, in whole or in part, at a redemption price equal to 100% of the principal amount of the Notes plus a make-whole premium, together with accrued interest to the redemption date. If the Company redeems the Notes on or after the par call date, the Company will not be required to pay a make-whole premium.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)

If the Company undergoes a change of control and corresponding ratings decline, each as defined in the supplemental indenture for the Notes, the Company may be required to repurchase all of the Notes at a purchase price equal to 101% of the principal amount of such Notes, plus accrued and unpaid interest (including additional interest, if any), up to but not including the repurchase date. The Notes rank equally with all of the Company’s other senior unsecured debt and are structurally subordinated to all existing and future indebtedness and other obligations of its subsidiaries.

The supplemental indenture contains certain covenants that restrict the Company’s ability to merge, consolidate or sell assets and its (together with its subsidiaries’) ability to incur liens. These covenants are subject to a number of exceptions, including that the Company and its subsidiaries may incur certain liens on assets, mortgages or other liens securing indebtedness if the aggregate amount of indebtedness secured by such liens does not exceed 3.5x Adjusted EBITDA, as defined in the supplemental indenture.

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