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)


	September 30, 2024		December 31, 2023
ASSETS
CURRENT ASSETS:
Cash and cash equivalents	$	2,150.3	$	1,753.7
Restricted cash	131.9		119.7

Accounts receivable, net	537.8		547.5
Prepaid and other current assets	579.6		559.5

Current assets of discontinued operations	—		729.6
Total current assets	3,399.6		3,710.0
PROPERTY AND EQUIPMENT, net	19,277.5		18,863.2
GOODWILL	12,045.7		12,083.5
OTHER INTANGIBLE ASSETS, net	15,195.1		15,932.3
DEFERRED TAX ASSET	143.3		179.1
DEFERRED RENT ASSET	3,662.4		3,478.2
RIGHT-OF-USE ASSET	8,328.9		8,205.1
NOTES RECEIVABLE AND OTHER NON-CURRENT ASSETS	764.3		755.3
NON-CURRENT ASSETS OF DISCONTINUED OPERATIONS	—		2,820.9
TOTAL	$	62,816.8	$	66,027.6
LIABILITIES
CURRENT LIABILITIES:
Accounts payable	$	221.3	$	251.3
Accrued expenses	982.3		1,052.8
Distributions payable	779.3		906.2
Accrued interest	260.1		384.2
Current portion of operating lease liability	599.8		690.4
Current portion of long-term obligations	3,730.5		3,067.3
Unearned revenue	496.2		433.8
Current liabilities of discontinued operations	—		463.3
Total current liabilities	7,069.5		7,249.3
LONG-TERM OBLIGATIONS	33,367.8		35,734.0
OPERATING LEASE LIABILITY	7,083.2		6,815.3
ASSET RETIREMENT OBLIGATIONS	2,503.1		2,080.0
DEFERRED TAX LIABILITY	1,401.4		1,310.6
OTHER NON-CURRENT LIABILITIES	1,198.9		1,149.8
NON-CURRENT LIABILITIES OF DISCONTINUED OPERATIONS	—		823.2
Total liabilities	52,623.9		55,162.2
COMMITMENTS AND CONTINGENCIES

EQUITY (shares in thousands):



Common stock: $0.01 par value; 1,000,000 shares authorized; 478,280 and 477,300 shares issued; and 467,276 and 466,296 shares outstanding, respectively	4.8		4.8
Additional paid-in capital	15,013.8		14,872.9
Distributions in excess of earnings	(4,893.5)		(3,638.8)
Accumulated other comprehensive loss	(5,182.2)		(5,739.5)
Treasury stock (11,004 shares at cost)	(1,301.2)		(1,301.2)
Total American Tower Corporation equity	3,641.7		4,198.2
Noncontrolling interests	6,551.2		6,667.2
Total equity	10,192.9		10,865.4
TOTAL	$	62,816.8	$	66,027.6

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 September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
REVENUES:
Property	$	2,469.9	$	2,494.9	$	7,449.6	$	7,434.1
Services	52.4		26.2		130.0		122.0
Total operating revenues	2,522.3		2,521.1		7,579.6		7,556.1
OPERATING EXPENSES:
Costs of operations (exclusive of items shown separately below):
Property	626.9		625.5		1,859.2		1,877.0
Services	24.9		12.5		60.8		48.8
Depreciation, amortization and accretion	498.5		723.2		1,527.9		2,203.6
Selling, general, administrative and development expense	227.7		220.3		690.3		700.8
Other operating expense	5.1		26.6		5.0		213.2

Total operating expenses	1,383.1		1,608.1		4,143.2		5,043.4
OPERATING INCOME	1,139.2		913.0		3,436.4		2,512.7
OTHER INCOME (EXPENSE):
Interest income	37.7		33.3		103.1		85.0
Interest expense	(356.8)		(356.5)		(1,083.3)		(1,040.6)
Loss on retirement of long-term obligations	—		—		—		(0.3)
Other (expense) income (including foreign currency (losses) gains of $(337.4), $239.0, $(231.4) and $47.1 respectively)	(269.6)		234.5		(137.1)		41.3
Total other expense	(588.7)		(88.7)		(1,117.3)		(914.6)
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES	550.5		824.3		2,319.1		1,598.1
Income tax provision	(122.4)		(49.5)		(291.1)		(98.4)
NET INCOME FROM CONTINUING OPERATIONS	428.1		774.8		2,028.0		1,499.7
LOSS FROM DISCONTINUED OPERATIONS, NET OF TAXES	(1,208.5)		(197.5)		(978.3)		(145.9)
NET (LOSS) INCOME	(780.4)		577.3		1,049.7		1,353.8
Net (income) loss attributable to noncontrolling interests	(11.9)		9.6		(24.3)		44.6


NET (LOSS) INCOME ATTRIBUTABLE TO AMERICAN TOWER CORPORATION COMMON STOCKHOLDERS	$	(792.3)	$	586.9	$	1,025.4	$	1,398.4
NET INCOME FROM CONTINUING OPERATIONS ATTRIBUTABLE TO AMERICAN TOWER CORPORATION COMMON STOCKHOLDERS	$	416.2	$	784.4	$	2,003.7	$	1,544.3
NET LOSS FROM DISCONTINUED OPERATIONS ATTRIBUTABLE TO AMERICAN TOWER CORPORATION COMMON STOCKHOLDERS	$	(1,208.5)	$	(197.5)	$	(978.3)	$	(145.9)
NET INCOME PER COMMON SHARE AMOUNTS:
Basic net income from continuing operations attributable to American Tower Corporation common stockholders	$	0.89	$	1.68	$	4.29	$	3.31
Basic net loss from discontinued operations attributable to American Tower Corporation common stockholders	(2.59)		(0.42)		(2.10)		(0.31)
Basic net (loss) income attributable to American Tower Corporation common stockholders	$	(1.70)	$	1.26	$	2.20	$	3.00
Diluted net income from continuing operations attributable to American Tower Corporation common stockholders	$	0.89	$	1.68	$	4.28	$	3.31
Diluted net loss from discontinued operations attributable to American Tower Corporation common stockholders	(2.58)		(0.42)		(2.09)		(0.31)
Diluted net (loss) income attributable to American Tower Corporation common stockholders	$	(1.69)	$	1.26	$	2.19	$	2.99
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING (in thousands):
BASIC	467,196		466,168		466,919		466,000
DILUTED	468,261		467,161		468,001		467,034

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 September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Net (loss) income	$	(780.4)	$	577.3	1,049.7		$	1,353.8
Other comprehensive income (loss):
Reclassification of cumulative translation adjustments associated with the sale of ATC TIPL	1,072.3		—		1,072.3		—
Foreign currency translation adjustments, net of tax expense (benefit) of $0.1, $(0.2), $(0.2), and $0.0, respectively	350.5		(624.6)		(491.5)		(406.1)
Other comprehensive income (loss)	1,422.8		(624.6)		580.8		(406.1)
Comprehensive income (loss)	642.4		(47.3)		1,630.5		947.7
Comprehensive (income) loss attributable to noncontrolling interests	(155.1)		128.9		(47.8)		103.1
Comprehensive income attributable to American Tower Corporation stockholders	$	487.3	$	81.6	$	1,582.7	$	1,050.8

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

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in millions)


	Nine Months Ended September 30,
	2024		2023
CASH FLOWS FROM OPERATING ACTIVITIES
Net income	$	1,049.7	$	1,353.8
Adjustments to reconcile net income to cash provided by operating activities
Depreciation, amortization and accretion	1,623.9		2,321.6
Stock-based compensation expense	161.7		158.0
Loss on early retirement of long-term obligations	—		0.3
Loss on sale of ATC TIPL	1,245.5		—
Other non-cash items reflected in statements of operations	320.9		413.9
Increase in net deferred rent balances	(220.4)		(341.4)
Right-of-use asset and Operating lease liability, net	27.0		(60.5)
Changes in unearned revenue	56.1		0.0
Increase in assets	(130.3)		(268.1)
(Decrease) increase in liabilities	(42.6)		2.9
Cash provided by operating activities	4,091.5		3,580.5
CASH FLOWS FROM INVESTING ACTIVITIES
Payments for purchase of property and equipment and construction activities	(1,146.6)		(1,273.5)
Payments for acquisitions, net of cash acquired	(114.9)		(151.9)

Proceeds from sale of short-term investments and other non-current assets	253.2		13.0
Proceeds from the sale of ATC TIPL	2,158.8		—
Deposits and other	(379.2)		246.8
Cash provided by (used for) investing activities	771.3		(1,165.6)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from short-term borrowings, net	8.8		147.3
Borrowings under credit facilities	6,147.9		5,370.0
Proceeds from issuance of senior notes, net	2,374.1		5,678.3


Proceeds from issuance of securities in securitization transaction	—		1,300.0
Repayments of notes payable, credit facilities, senior notes, secured debt, term loans and finance leases	(10,435.8)		(12,437.1)
Distributions to noncontrolling interest holders	(361.8)		(34.4)

Contributions from noncontrolling interest holders	103.7		3.0

Proceeds from stock options and employee stock purchase plan	38.1		12.3
Distributions paid on common stock	(2,316.9)		(2,193.2)




Deferred financing costs and other financing activities	(102.0)		(127.7)


Cash used for financing activities	(4,543.9)		(2,281.5)
Net effect of changes in foreign currency exchange rates on cash and cash equivalents, and restricted cash	(130.1)		(42.5)
NET INCREASE IN CASH AND CASH EQUIVALENTS, AND RESTRICTED CASH	188.8		90.9
CASH AND CASH EQUIVALENTS, AND RESTRICTED CASH, BEGINNING OF PERIOD	2,093.4		2,140.7
CASH AND CASH EQUIVALENTS, AND RESTRICTED CASH, END OF PERIOD	$	2,282.2	$	2,231.6
CASH PAID FOR INCOME TAXES (NET OF REFUNDS OF $25.4 AND $27.5, RESPECTIVELY)	$	224.4	$	197.4
CASH PAID FOR INTEREST	$	1,216.7	$	1,054.8
NON-CASH INVESTING AND FINANCING ACTIVITIES:
Purchases of property and equipment under finance leases and perpetual easements	$	14.2	$	22.6
Decrease in accounts payable and accrued expenses for purchases of property and equipment and construction activities	$	(57.6)	$	(56.8)
Distributions to noncontrolling interest holders	$	(49.9)	$	—
Contributions from noncontrolling interest holders	$	49.9	$	—
Contribution to equity method investment	$	14.6	$	—

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 September 30, 2023 and 2024		Issued Shares	Amount		Shares	Amount
BALANCE, JULY 1, 2023		477,138	$	4.8	(11,004)	$	(1,301.2)	$	14,779.2	$	(5,560.6)	$	(2,755.8)	$	6,840.8	$	12,007.2
Stock-based compensation related activity		26	0.0		—	—		43.8		—		—		—		43.8






Foreign currency translation adjustment, net of tax		—	—		—	—		—		(505.3)		—		(119.3)		(624.6)

Contributions from noncontrolling interest holders		—	—		—	—		—		—		—		1.1		1.1
Distributions to noncontrolling interest holders		—	—		—	—		—		—		—		(11.8)		(11.8)


Common stock distributions declared		—	—		—	—		—		—		(758.5)		—		(758.5)

Net income (loss)		—	—		—	—		—		—		586.9		(9.6)		577.3
BALANCE, SEPTEMBER 30, 2023		477,164	$	4.8	(11,004)	$	(1,301.2)	$	14,823.0	$	(6,065.9)	$	(2,927.4)	$	6,701.2	$	11,234.5

BALANCE, JULY 1, 2024		478,081	$	4.8	(11,004)	$	(1,301.2)	$	14,955.0	$	(6,461.8)	$	(3,340.8)	$	6,567.5	$	10,423.5
Stock-based compensation related activity		199	0.0		—	—		58.8		—		—		—		58.8






Foreign currency translation adjustment, net of tax		—	—		—	—		—		207.3		—		143.2		350.5
Reclassification of cumulative translation adjustments associated with sale of ATC TIPL		—	—		—	—		—		1,072.3		—		—		1,072.3
Contributions from noncontrolling interest holders		—	—		—	—		—		—		—		1.2		1.2
Distributions to noncontrolling interest holders		—	—		—	—		—		—		—		(172.6)		(172.6)


Common stock distributions declared		—	—		—	—		—		—		(760.4)		—		(760.4)

Net (loss) income		—	—		—	—		—		—		(792.3)		11.9		(780.4)
BALANCE, SEPTEMBER 30, 2024		478,280	$	4.8	(11,004)	$	(1,301.2)	$	15,013.8	$	(5,182.2)	$	(4,893.5)	$	6,551.2	$	10,192.9

	Common Stock	Treasury Stock			Additional Paid-in Capital	Accumulated Other Comprehensive Loss		Distributions in Excess of Earnings		Noncontrolling Interests		Total Equity
Nine Months Ended September 30, 2023 and 2024		Issued Shares	Amount		Shares	Amount
BALANCE, JANUARY 1, 2023		476,623	$	4.8	(11,004)	$	(1,301.2)	$	14,689.0	$	(5,718.3)	$	(2,101.9)	$	6,836.1	$	12,408.5
Stock-based compensation related activity		489	0.0		—	—		125.8		—		—		—		125.8
Issuance of common stock- stock purchase plan		52	0.0		—	—		8.2		—		—		—		8.2





Foreign currency translation adjustment, net of tax		—	—		—	—		—		(347.6)		—		(58.5)		(406.1)

Contributions from noncontrolling interest		—	—		—	—		—		—		—		11.6		11.6
Distributions to noncontrolling interest holders		—	—		—	—		—		—		—		(43.4)		(43.4)


Common stock distributions declared		—	—		—	—		—		—		(2,223.9)		—		(2,223.9)

Net income (loss)		—	—		—	—		—		—		1,398.4		(44.6)		1,353.8
BALANCE, SEPTEMBER 30, 2023		477,164	$	4.8	(11,004)	$	(1,301.2)	$	14,823.0	$	(6,065.9)	$	(2,927.4)	$	6,701.2	$	11,234.5

BALANCE, JANUARY 1, 2024		477,300	$	4.8	(11,004)	$	(1,301.2)	$	14,872.9	$	(5,739.5)	$	(3,638.8)	$	6,667.2	$	10,865.4
Stock-based compensation related activity		928	0.0		—	—		132.2		—		—		—		132.2
Issuance of common stock- stock purchase plan		52	0.0		—	—		8.7		—		—		—		8.7





Foreign currency translation adjustment, net of tax		—	—		—	—		—		(515.0)		—		23.5		(491.5)
Reclassification of cumulative translation adjustments associated with sale of ATC TIPL		—	—		—	—		—		1,072.3		—		—		1,072.3
Contributions from noncontrolling interest holders		—	—		—	—		—		—		—		153.6		153.6
Distributions to noncontrolling interest holders		—	—		—	—		—		—		—		(317.4)		(317.4)


Common stock distributions declared		—	—		—	—		—		—		(2,280.1)		—		(2,280.1)

Net income		—	—		—	—		—		—		1,025.4		24.3		1,049.7
BALANCE, SEPTEMBER 30, 2024		478,280	$	4.8	(11,004)	$	(1,301.2)	$	15,013.8	$	(5,182.2)	$	(4,893.5)	$	6,551.2	$	10,192.9

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. 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, 2023 (the “2023 Form 10-K”). The results of operations for the three and nine months ended September 30, 2024 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 September 30, 2024, the Company holds (i) a 52% controlling interest in subsidiaries whose holdings consist of the Company’s operations in France, Germany and Spain (such subsidiaries collectively, “ATC Europe”) (Allianz and CDPQ (each as defined in note 11) hold the noncontrolling interests), (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) and (iii) a controlling common equity interest of approximately 72% in the Company’s U.S. data center business (Stonepeak (as defined and further discussed in note 11) holds approximately 28% of the outstanding common equity and 100% of the outstanding mandatorily convertible preferred equity). As of September 30, 2024, 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 nine months ended September 30, 2024 and 2023.

ATC TIPL Transaction—On September 12, 2024, the Company completed the sale of its subsidiary ATC Telecom Infrastructure Private Limited (“ATC TIPL”), which held the Company’s operations in India. The divestiture qualified for presentation as discontinued operations. See note 15 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 this Quarterly Report on Form 10-Q has been adjusted to reflect the operating results of ATC TIPL as discontinued operations for all periods presented.

Australia & New Zealand—During the three months ended September 30, 2024, the Company, through its subsidiary, ATC Asia Pacific Pte. Ltd., entered into agreements pursuant to which it expects to sell 100% of the ownership interests in its subsidiaries in Australia (“ATC Australia”) and New Zealand (“ATC New Zealand”) for total aggregate consideration of approximately $78.2 million as of the dates of signing, subject to certain adjustments. ATC Australia and ATC New Zealand’s operating results are included within the Asia-Pacific property segment. The divestitures will not qualify for presentation as discontinued operations.

Reportable Segments—The Company 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 14.

Significant Accounting Policies—The Company’s significant accounting policies are described in note 1 to the Company’s consolidated financial statements included in the 2023 Form 10-K. There have been no material changes to the Company’s significant accounting policies during the nine months ended September 30, 2024, other than those noted below.

Assets Held for Sale—The Company considers long-lived assets to be “held for sale” upon satisfaction of the following criteria: (a) management commits to a plan to sell an asset (or group of assets), (b) the asset is available for immediate sale in its present condition subject only to terms that are usual and customary for sales of such assets, (c) an active program to locate a buyer and other actions required to complete the plan to sell the asset have been initiated, (d) the sale of the asset is probable and transfer of the asset is expected to be completed within one year, (e) the asset is being

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)

actively marketed for sale at a price that is reasonable in relation to its current fair value and (f) actions required to complete the plan indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn. Typically, these criteria are all met when the relevant assets are under contract, significant non-refundable deposits have been made by the potential buyer, the assets are immediately available for transfer and there are no contingencies related to the sale that may prevent the transaction from closing.

Assets classified as held for sale are reported at the lesser of the carrying value, or estimated fair value, less estimated costs to sell and are not depreciated. The Company reassesses the fair value less costs to sell of assets held for sale in each reporting period in which they are classified as held for sale. Gains (losses) on held for sale assets are recorded in Other operating income in the accompanying consolidated statements of operations.

Discontinued Operations—The Company classifies the results of operations related to a disposal of assets and liabilities (“the disposal group”) in discontinued operations in the consolidated statements of operations if all of the following criteria are met: (a) the operations and cash flows of the disposal group can be clearly distinguished from the rest of the Company, (b) the disposal group meets the criteria to be classified as held for sale (as described above) or has been sold or disposed of by other means and (c) the disposal represents a strategic shift that has or will have a major effect on the Company’s operations and financial results.

The results of operations classified as discontinued operations are reported in Loss from discontinued operations, net of taxes in the accompanying consolidated statements of operations for all periods presented. Historical financial information included in the notes to the consolidated financial statements is adjusted to reflect the classification of results of operations as discontinued operations. See note 15 for a discussion of the results of operations classified as discontinued operations as of September 30, 2024.

Property and Equipment—The Company finalized its review of the estimated useful lives of its tower assets during the first quarter of 2024. The Company now has over 20 years of operating history, and determined that it should modify its current estimates for asset lives based on its historical operating experience. The Company retained an independent consultant to assist the Company in completing this review and analysis. The Company previously depreciated its towers on a straight-line basis over the shorter of the term of the underlying ground lease (including renewal options) taking into account residual value or the estimated useful life of the tower, which the Company had historically estimated to be 20 years. The Company determined that the estimated useful life of its tower assets is 30 years, before taking into account residual value. Additionally, certain of the Company’s intangible assets are amortized on a similar basis to its tower assets, as the estimated useful lives of such intangible assets correlate to the useful life of the towers. The Company accounted for the changes in the useful lives as a change in accounting estimate under ASC 250 Accounting Changes and Error Corrections, which were recorded prospectively beginning on January 1, 2024. On January 1, 2024, the Company began depreciating its towers and related intangible assets on a straight-line basis over the remaining estimated useful life of the tower, taking into account the extended useful life and residual value. The extension of the asset lives (i) resulted in an approximately $515 million increase in the right of use asset, as additional renewal options may be included, with an offsetting adjustment made to increase the related operating lease liability and (ii) is expected to result in an estimated $730 million decrease in depreciation and amortization expense for the year ended December 31, 2024.

Asset Retirement Obligations—The Company finalized its review of the estimated settlement dates for its asset retirement obligations during the nine months ended September 30, 2024. The Company now has over 20 years of operating history, and determined that it should modify its current estimated settlement dates based on its historical operating experience, management’s intent with respect to the assets, and the assets’ estimated useful lives. Based on its review and analysis, the Company concluded that a revision in the estimated settlement dates for its asset retirement obligations was appropriate. The Company accounted for the change in estimated settlement dates as a change in accounting estimate under ASC 250 Accounting Changes and Error Corrections, which was recorded prospectively beginning on January 1, 2024. The extension in the estimated settlement dates (i) resulted in a $470 million increase in the asset retirement obligation liability, with an offsetting adjustment made to the related long-lived tangible asset and an $875 million increase in the estimated undiscounted future cash outlay for asset retirement obligations, and (ii) is expected to result in an estimated $75 million decrease in accretion expense for the year ended December 31, 2024.

*Adoption of Highly Inflationary Accounting in Ghana—*The Ghanaian economy was deemed to be highly inflationary and, as a result, the Company adopted highly inflationary accounting as of January 1, 2024 for its subsidiary in Ghana. Under highly inflationary accounting, the functional currency of its subsidiary in Ghana will become the U.S. Dollar. All monetary and non-monetary assets and liabilities will be remeasured at the U.S. Dollar to Ghanaian Cedis exchange rate of 1 to 11.95 as of December 31, 2023. These amounts will become the new basis for those assets and liabilities as of January 1, 2024. Non-monetary assets and liabilities, as well as the corresponding income statement activities such as

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)

depreciation, amortization and equity, will continue to be measured at the historical exchange rate on December 31, 2023. Gains and losses on foreign currency arising in connection with the remeasurement of local currency denominated monetary assets and liabilities for foreign operating subsidiaries in economies that are deemed to be highly inflationary are reflected in Other expense in the consolidated statements of operations. This change is not expected to have a material impact on the Company’s financial statements, as Ghana’s assets and revenue are approximately 1% and 1% of consolidated assets and revenue, respectively.

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:


	Nine Months Ended September 30,
	2024		2023
Cash and cash equivalents	$	2,150.3	$	1,985.8
Restricted cash	131.9		111.6
Cash and cash equivalents included in assets of discontinued operations	—		133.1
Restricted cash included in assets of discontinued operations	—		1.1
Total cash, cash equivalents and restricted cash	$	2,282.2	$	2,231.6

Revenue—The Company’s revenue is derived from leasing the right to use its communications sites, the land on which the sites are located, the land underlying its customers’ sites and the space in 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 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 that 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 offerings in the Company’s data center facilities. Interconnection offerings 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 and nine months ended September 30, 2024.

Services revenue—The Company offers tower-related services in the United States. These services include site application, zoning and permitting (“AZP”), structural and mount analyses, and construction management. There is a single performance obligation related to AZP and construction management, and revenue is recognized over time based on milestones achieved, which are determined based on costs expected to be incurred. Structural and mount analyses 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 September 30, 2024	U.S. & Canada		Asia-Pacific (1)		Africa		Europe		Latin America		Data Centers		Total
Non-lease property revenue	$	67.6	$	—	$	6.4	$	4.4	$	25.6	$	34.0	$	138.0
Services revenue	52.4		—		—		—		—		—		52.4
Total non-lease revenue	$	120.0	$	—	$	6.4	$	4.4	$	25.6	$	34.0	$	190.4
Property lease revenue	1,250.4		5.7		290.5		208.4		377.2		199.7		2,331.9
Total revenue	$	1,370.4	$	5.7	$	296.9	$	212.8	$	402.8	$	233.7	$	2,522.3

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)

(1)Excludes the operating results of ATC TIPL, which are reported as discontinued operations. See note 15 for further discussion.


Three Months Ended September 30, 2023	U.S. & Canada		Asia-Pacific (1)		Africa		Europe		Latin America		Data Centers		Total
Non-lease property revenue	$	91.3	$	—	$	5.8	$	3.0	$	29.8	$	29.6	$	159.5
Services revenue	26.2		—		—		—		—		—		26.2
Total non-lease revenue	$	117.5	$	—	$	5.8	$	3.0	$	29.8	$	29.6	$	185.7
Property lease revenue	1,233.2		4.8		287.9		197.4		429.8		182.3		2,335.4
Total revenue	$	1,350.7	$	4.8	$	293.7	$	200.4	$	459.6	$	211.9	$	2,521.1

(1)Excludes the operating results of ATC TIPL, which are reported as discontinued operations. See note 15 for further discussion.


Nine Months Ended September 30, 2024	U.S. & Canada		Asia-Pacific (1)		Africa		Europe		Latin America		Data Centers		Total
Non-lease property revenue	$	217.7	$	—	$	18.7	$	13.1	$	81.9	$	98.4	$	429.8
Services revenue	130.0		—		—		—		—		—		130.0
Total non-lease revenue	$	347.7	$	—	$	18.7	$	13.1	$	81.9	$	98.4	$	559.8
Property lease revenue	3,726.4		16.1		864.1		607.4		1,215.1		590.7		7,019.8
Total revenue	$	4,074.1	$	16.1	$	882.8	$	620.5	$	1,297.0	$	689.1	$	7,579.6

(1)Excludes the operating results of ATC TIPL, which are reported as discontinued operations. See note 15 for further discussion.


Nine Months Ended September 30, 2023	U.S. & Canada		Asia-Pacific (1)		Africa		Europe		Latin America		Data Centers		Total
Non-lease property revenue	$	246.2	$	—	$	18.4	$	10.5	$	99.6	$	86.2	$	460.9
Services revenue	122.0		—		—		—		—		—		122.0
Total non-lease revenue	$	368.2	$	—	$	18.4	$	10.5	$	99.6	$	86.2	$	582.9
Property lease revenue	3,669.1		13.7		913.5		579.8		1,263.5		533.6		6,973.2
Total revenue	$	4,037.3	$	13.7	$	931.9	$	590.3	$	1,363.1	$	619.8	$	7,556.1

(1)Excludes the operating results of ATC TIPL, which are reported as discontinued operations. See note 15 for further discussion.

Property revenue for the three months ended September 30, 2024 and 2023 includes straight-line revenue of $68.5 million and $108.2 million, respectively. Property revenue for the nine months ended September 30, 2024 and 2023 includes straight-line revenue of $221.7 million and $340.4 million, respectively.

The Company actively monitors the creditworthiness of its customers. In recognizing customer revenue, the Company assesses the collectibility of both the amounts billed and the portion recognized in advance of billing on a straight-line basis. This assessment takes customer credit risk and business and industry conditions into consideration to ultimately determine the collectibility of the amounts billed. To the extent the amounts, based on management’s estimates, may not be collectible, revenue recognition is deferred until such point as collectibility is determined to be reasonably assured.

During the nine months ended September 30, 2023, the Company deferred recognition of revenue of approximately $61.9 million, net of recoveries, related to a customer of ATC TIPL in India. During the nine months ended September 30, 2024, the Company recognized approximately $95.7 million of this previously deferred revenue. As of September 30, 2024, the Company has fully recognized this previously deferred revenue. Amounts are recorded in Loss from discontinued operations, net of taxes in the consolidated statements of operations for the three and nine months ended September 30, 2024 and 2023. The Company completed the sale of ATC TIPL during the three months ended September 30, 2024 (see note 15 for further discussion).

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)

Stonepeak Development Partnership— During the nine months ended September 30, 2024, the Company entered into an agreement with Stonepeak (as defined in note 11) to form a joint venture to construct a new data center in Denver, CO (the “Stonepeak Development Partnership”). At formation, the Company contributed assets with a value of $14.6 million to the Stonepeak Development Partnership and acquired a minority ownership interest (Stonepeak holds the controlling interests). The Company accounts for the Stonepeak Development Partnership as an equity method investment. Under this method, investments are recorded at cost, and are adjusted for the Company’s share of the entities’ income or loss and for distributions and contributions. The investment is recorded in Other non-current assets in the consolidated balance sheets.

Accounting Standards Updates—In November 2023, the Financial Accounting Standards Board (“FASB”) issued guidance, which is intended to improve reportable segment disclosure requirements, primarily through additional disclosures about significant segment expenses. The standard is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The amendments should be applied retrospectively to all prior periods presented in the financial statements. The Company is currently evaluating the impact of this guidance on its consolidated financial statements and related disclosures.

In December 2023, the FASB issued guidance which requires public entities to provide enhanced income tax disclosures on an annual basis. The new guidance requires an expanded rate reconciliation and the disaggregation of cash taxes paid by U.S. federal, U.S. state and foreign jurisdictions. The updated guidance is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of this guidance on its consolidated financial statements and related disclosures.

SEC Rule Changes— In March 2024, the SEC issued Final Rule No. 33-11275, “The Enhancement and Standardization of Climate-Related Disclosures for Investors.” If such rule remains in effect, the rule will require registrants to provide certain climate-related information in their registration statements and annual reports. The rule requires registrants to provide climate related disclosures, including, but not limited to, (i) material Scope 1 and Scope 2 greenhouse gas emissions, (ii) governance and oversight of material climate-related risks, (iii) the material impact of climate risks on the registrant’s strategy, business model and outlook, (iv) risk management processes for material climate-related risks and (v) material climate targets and goals. The rule also requires disclosure of (x) financial statement effects of severe weather events and other natural conditions, (y) carbon offset and renewable energy credit information and (z) the impact of severe weather events and other natural conditions on estimates and assumptions. Disclosure requirements will begin phasing in for fiscal years beginning on or after January 1, 2025. In April 2024, the SEC issued an order staying implementation of such rule pending the resolution of certain challenges. The outcome of ongoing litigation is currently unknown. The Company is currently evaluating the potential impact of such rule on its consolidated financial statements and disclosures.

2. PREPAID AND OTHER CURRENT ASSETS

Prepaid and other current assets consisted of the following:


	As of
	September 30, 2024		December 31, 2023
Prepaid assets	$	109.4	$	90.7
Prepaid income tax	94.9		62.7

Unbilled receivables	243.0		185.9
Value added tax and other consumption tax receivables	31.9		79.8
Other miscellaneous current assets	100.4		140.4
Prepaid and other current assets	$	579.6	$	559.5

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 nine months ended September 30, 2024, the Company made no changes to the methods described in note 4 to its consolidated financial statements included in the 2023 Form 10-K. As of September 30, 2024, the Company does not

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)

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 communications infrastructure or ground space underlying its sites when calculating future minimum rental receipts through the end of the respective terms. Future minimum rental receipts expected under non-cancellable operating lease agreements as of September 30, 2024 were as follows:


Fiscal Year	Amount (1) (2) (3)
Remainder of 2024	$	1,995.3
2025	7,641.2
2026	7,267.2
2027	7,098.6
2028	5,788.4
Thereafter	25,016.8
Total	$	54,807.5

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

(2)Balances represent contractual amounts owed with no adjustments made for expected collectibility.

(3)Balances reflect a reduction of the future minimum rental receipts due to the ATC TIPL Transaction (as defined in note 15).

If incentives are present in the Company’s leases, they are evaluated to determine proper treatment and, to the extent present, are recorded in Other current assets and Other non-current assets in the consolidated balance sheets and amortized on a straight line basis over the corresponding lease term as a non-cash reduction to revenue. As of September 30, 2024, the remaining weighted average amortization period of the Company’s lease incentives was 10 years. As of September 30, 2024, Other current assets and Other non-current assets include $36.6 million and $337.7 million, respectively, for lease incentives.

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 2023 Form 10-K. There were no material impairments recorded related to these assets during the three and nine months ended September 30, 2024 and 2023.

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 September 30, 2024, 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 nine months ended September 30, 2024, there were no material changes in the terms and provisions of the Company’s operating leases in which the Company is a lessee, other than those related to the change in estimated useful lives as described in note 1. As a result of the change in estimated useful lives of its assets, the Company reviewed its lease portfolio to determine whether additional renewal options were likely to be exercised. The Company concluded that these incremental renewals were lease modifications and has accounted for them accordingly. The extension of the asset lives resulted in an approximately $515 million increase in the right of use asset, as additional renewal options may be included, with an offsetting adjustment made to increase the related operating lease liability. There were no material changes in finance lease assets and liabilities during the nine months ended September 30, 2024.

Information about other lease-related balances is as follows:


	As of
	September 30, 2024		December 31, 2023
Operating leases:
Right-of-use asset	$	8,328.9	$	8,205.1

Current portion of lease liability	$	599.8	$	690.4
Lease liability	7,083.2		6,815.3
Total operating lease liability	$	7,683.0	$	7,505.7

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

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)


	As of
	September 30, 2024		December 31, 2023
Operating leases:
Weighted-average remaining lease term (years) (1)	13.9		11.9
Weighted-average incremental borrowing rate	5.9	%	5.5	%

(1)As of September 30, 2024, reflects the change in estimated useful lives as described in note 1.

The following table sets forth the components of lease cost:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Operating lease cost	$	154.7	$	274.7	$	721.3	$	813.4
Variable lease costs not included in lease liability (1)	213.0		104.7		391.3		321.0

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

Supplemental cash flow information is as follows:


	Nine Months Ended September 30,
	2024		2023
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	(935.0)	$	(962.1)



Non-cash items:
New operating leases (1)	$	135.6	$	166.6
Operating lease modifications and reassessments (2)	$	818.1	$	290.2
Reduction of operating lease liability due to the ATC TIPL Transaction	$	(766.4)	$	—

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

(2)For the nine months ended September 30, 2024, reflects the change in estimated useful lives as described in note 1.

Cash flows related to discontinued operations have not been segregated and are included in the consolidated balances.

As of September 30, 2024, the Company does not have material operating or financing leases that have not yet commenced.

Maturities of operating lease liabilities as of September 30, 2024 were as follows:


Fiscal Year	Operating Lease (1)
Remainder of 2024	$	270.4
2025	977.0
2026	942.3
2027	901.2
2028	854.3
Thereafter	7,986.7
Total lease payments	11,931.9
Less amounts representing interest	(4,248.9)
Total lease liability	7,683.0
Less current portion of lease liability	599.8
Non-current lease liability	$	7,083.2

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

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)

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 (1)
	U.S. & Canada		Asia-Pacific (1)		Africa		Europe		Latin America		Data Centers
Balance as of January 1, 2024	$	4,638.6	$	7.2	$	497.7	$	3,051.9	$	966.1	$	2,920.0	$	2.0	$	12,083.5



Effect of foreign currency translation	(1.0)		(0.6)		20.6		26.5		(83.3)		—		—		(37.8)
Balance as of September 30, 2024	$	4,637.6	$	6.6	$	518.3	$	3,078.4	$	882.8	$	2,920.0	$	2.0	$	12,045.7

(1)Balance as of January 1, 2024, excludes goodwill associated with the India reporting unit, which is reported as discontinued operations. See note 15 for further discussion.

India Goodwill Impairment

The Company reviews goodwill for impairment annually (as of December 31) or whenever events or circumstances indicate the carrying amount of an asset may not be recoverable, as further discussed in note 1 to its consolidated financial statements included in the 2023 Form 10-K.

The Company concluded that a triggering event occurred as of September 30, 2023 with respect to its India reporting unit primarily due to indications of value received from third parties in connection with the Company’s review of various strategic alternatives for its India operations, which concluded in the ATC TIPL Transaction. As a result, the Company 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 estimated fair value of the India reporting unit to its carrying amount, including goodwill. The result of the Company’s interim goodwill impairment test as of September 30, 2023 indicated that the carrying amount of the Company's India reporting unit exceeded its estimated fair value. As a result, the Company recorded a goodwill impairment charge of $322.0 million during the three months ended September 30, 2023. The goodwill impairment charge is recorded in Loss from discontinued operations, net of taxes in the consolidated statements of operations for the three and nine months ended September 30, 2023.

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


		As of September 30, 2024						As of December 31, 2023
	Estimated Useful Lives (years) (1)	Gross Carrying Value		Accumulated Amortization		Net Book Value		Gross Carrying Value		Accumulated Amortization		Net Book Value
Acquired network location intangibles (2)	Up to 30	$	5,499.3	$	(2,675.2)	$	2,824.1	$	5,584.9	$	(2,622.8)	$	2,962.1
Acquired tenant-related intangibles	Up to 30	18,242.1		(6,842.3)		11,399.8		18,328.3		(6,477.1)		11,851.2
Acquired licenses and other intangibles	2-30	1,436.5		(465.3)		971.2		1,560.7		(441.7)		1,119.0
Total other intangible assets		$	25,177.9	$	(9,982.8)	$	15,195.1	$	25,473.9	$	(9,541.6)	$	15,932.3

(1)As of September 30, 2024, reflects the change in estimated useful lives as described in note 1.

(2)Beginning January 1, 2024, acquired network location intangibles are amortized over the remaining estimated useful life of the tower, taking into account residual value, generally up to 30 years, as the Company considers these intangibles to be directly related to the tower assets. Prior to January 1, 2024, acquired network location intangibles were amortized over the shorter of the term of the corresponding ground lease, taking into consideration lease renewal options and residual value, or the estimated useful life of the tower, generally up to 20 years.

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 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

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)

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 September 30, 2024, the remaining weighted average amortization period of the Company’s intangible assets was 20 years. Amortization of intangible assets for the three and nine months ended September 30, 2024 was $221.4 million and $675.0 million, respectively. Amortization of intangible assets for the three and nine months ended September 30, 2023 was $338.8 million and $1.0 billion, respectively. Based on current exchange rates, the Company expects to record amortization expense as follows over the remainder of the current year and the five subsequent years:


Fiscal Year	Amount (1)
Remainder of 2024	$	220.7
2025	868.7
2026	830.3
2027	819.2
2028	810.2
2029	793.6

(1)As of September 30, 2024, reflects the change in estimated useful lives as described in note 1.

5. ACCRUED EXPENSES

Accrued expenses consisted of the following:


	As of
	September 30, 2024		December 31, 2023
Accrued construction costs	$	128.9	$	180.0
Accrued income tax payable	29.5		16.3
Accrued pass-through costs	62.3		34.0
Amounts payable for acquisitions	4.4		27.7
Amounts payable to tenants	79.9		102.5
Accrued property and real estate taxes	209.2		194.9
Accrued rent	54.8		51.8

Payroll and related withholdings	118.5		134.0
Other accrued expenses	294.8		311.6
Total accrued expenses	$	982.3	$	1,052.8

6. LONG-TERM OBLIGATIONS

Outstanding amounts under the Company’s long-term obligations, reflecting discounts, premiums and debt issuance costs, consisted of the following:


	As of
	September 30, 2024		December 31, 2023		Maturity Date
2021 Multicurrency Credit Facility (1) (2)	$	140.0	$	723.4	July 1, 2026
2021 Term Loan (1)	997.7		997.0		January 31, 2027
2021 Credit Facility (1)	1,068.0		1,603.4		July 1, 2028
2021 EUR Three Year Delayed Draw Term Loan (1) (2) (3)	—		910.7		N/A
0.600% senior notes (4)	—		500.0		N/A
5.00% senior notes (5)	—		1,000.1		N/A
3.375% senior notes (6)	—		649.7		N/A
2.950% senior notes	649.6		648.2		January 15, 2025
2.400% senior notes	749.4		748.5		March 15, 2025
1.375% senior notes (7)	556.0		550.0		April 4, 2025
4.000% senior notes	749.1		748.1		June 1, 2025

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)


1.300% senior notes	499.0	498.3	September 15, 2025
4.400% senior notes	499.2	498.7	February 15, 2026
1.600% senior notes	698.2	697.4	April 15, 2026
1.950% senior notes (7)	555.1	549.6	May 22, 2026
1.450% senior notes	597.0	595.9	September 15, 2026
3.375% senior notes	996.1	994.7	October 15, 2026
3.125% senior notes	399.2	398.9	January 15, 2027
2.750% senior notes	747.7	747.0	January 15, 2027
0.450% senior notes (7)	832.4	824.3	January 15, 2027
0.400% senior notes (7)	553.9	548.2	February 15, 2027
3.650% senior notes	646.0	644.8	March 15, 2027
4.125% senior notes (7)	665.1	658.6	May 16, 2027
3.55% senior notes	747.7	747.1	July 15, 2027
3.600% senior notes	696.7	696.0	January 15, 2028
0.500% senior notes (7)	830.9	822.8	January 15, 2028
1.500% senior notes	647.6	647.1	January 31, 2028
5.500% senior notes	694.7	693.6	March 15, 2028
5.250% senior notes	644.8	643.9	July 15, 2028
5.800% senior notes	744.3	743.4	November 15, 2028
5.200% senior notes	643.4	—	February 15, 2029
3.950% senior notes	594.5	593.7	March 15, 2029
0.875% senior notes (7)	831.4	823.7	May 21, 2029
3.800% senior notes	1,640.0	1,638.6	August 15, 2029
2.900% senior notes	744.9	744.2	January 15, 2030
3.900% senior notes (7)	551.7	—	May 16, 2030
2.100% senior notes	743.9	743.1	June 15, 2030
0.950% senior notes (7)	551.4	546.0	October 5, 2030
1.875% senior notes	794.0	793.3	October 15, 2030
2.700% senior notes	695.5	695.0	April 15, 2031
4.625% senior notes (7)	550.6	545.2	May 16, 2031
2.300% senior notes	693.4	692.7	September 15, 2031
1.000% senior notes (7)	718.2	711.5	January 15, 2032
4.050% senior notes	643.5	642.9	March 15, 2032
5.650% senior notes	791.2	790.6	March 15, 2033
1.250% senior notes (7)	551.0	545.8	May 21, 2033
5.550% senior notes	841.2	840.6	July 15, 2033
5.900% senior notes	742.0	741.5	November 15, 2033
5.450% senior notes	640.4	—	February 15, 2034
4.100% senior notes (7)	549.5	—	May 16, 2034
3.700% senior notes	592.6	592.4	October 15, 2049
3.100% senior notes	1,038.8	1,038.6	June 15, 2050
2.950% senior notes	1,023.6	1,023.2	January 15, 2051
Total American Tower Corporation debt	34,772.1	36,472.0

Series 2015-2 notes (8)	524.6	524.1	June 16, 2025
Series 2018-1A securities (9)	497.4	496.8	March 15, 2028
Series 2023-1A securities (10)	1,287.0	1,284.4	March 15, 2028
Other subsidiary debt (11) (12)	—	3.4	Various
Total American Tower subsidiary debt	2,309.0	2,308.7
Finance lease obligations	17.2	20.6
Total	37,098.3	38,801.3
Less current portion of long-term obligations	(3,730.5)	(3,067.3)

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)


Long-term obligations			$	33,367.8					$	35,734.0

(1)Accrues interest at a variable rate.

(2)As of December 31, 2023 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 May 21, 2024 using borrowings under the 2021 Multicurrency Credit Facility.

(4)Repaid in full on January 12, 2024 using borrowings under the 2021 Multicurrency Credit Facility.

(5)Repaid in full on February 14, 2024 using borrowings under the 2021 Multicurrency Credit Facility.

(6)Repaid in full on May 15, 2024 using borrowings under the 2021 Credit Facility.

(7)Notes are denominated in EUR.

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

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

(10)Maturity date reflects the anticipated repayment date; final legal maturity is March 15, 2053.

(11)As of December 31, 2023, includes amounts drawn under letters of credit in Nigeria, which are denominated in USD.

(12)As of December 31, 2023, excludes borrowings under the India Term Loan (as defined in note 15), which is included within Current liabilities of discontinued operations in the consolidated balance sheets.

*Current portion of long-term obligations—*The Company’s current portion of long-term obligations primarily includes (i) $650.0 million aggregate principal amount of the Company’s 2.950% senior unsecured notes due January 15, 2025, (ii) $750.0 million aggregate principal amount of the Company’s 2.400% senior unsecured notes due March 15, 2025, (iii) €500.0 million aggregate principal amount of the Company’s 1.375% senior unsecured notes due April 4, 2025, (iv) $750.0 million aggregate principal amount of the Company’s 4.000% senior unsecured notes due June 1, 2025, (v) $500.0 million aggregate principal amount of the Company’s 1.300% senior unsecured notes due September 15, 2025 and (vi) $525.0 million aggregate principal amount of the Company’s Secured Tower Revenue Notes, Series 2015-2, Class A due June 16, 2025.

*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.

Repayments of Senior Notes

Repayment of 0.600% Senior Notes—On January 12, 2024, the Company repaid $500.0 million aggregate principal amount of the Company’s 0.600% senior unsecured notes due 2024 (the “0.600% Notes”) upon their maturity. The 0.600% Notes were repaid using borrowings under the 2021 Multicurrency Credit Facility. Upon completion of the repayment, none of the 0.600% Notes remained outstanding.

Repayment of 5.00% Senior Notes—On February 14, 2024, the Company repaid $1.0 billion aggregate principal amount of the Company’s 5.00% senior unsecured notes due 2024 (the “5.00% Notes”) upon their maturity. The 5.00% Notes were repaid using borrowings under the 2021 Multicurrency Credit Facility. Upon completion of the repayment, none of the 5.00% Notes remained outstanding.

Repayment of 3.375% Senior Notes—On May 15, 2024, the Company repaid $650.0 million aggregate principal amount of the Company’s 3.375% senior unsecured notes due 2024 (the “3.375% Notes”) upon their maturity. The 3.375% Notes were repaid using borrowings under the 2021 Credit Facility. Upon completion of the repayment, none of the 3.375% Notes remained outstanding.

Offerings of Senior Notes

*5.200% Senior Notes and 5.450% Senior Notes Offering—*On March 7, 2024, the Company completed a registered public offering of $650.0 million aggregate principal amount of 5.200% senior unsecured notes due 2029 (the “5.200% Notes”) and $650.0 million aggregate principal amount of 5.450% senior unsecured notes due 2034 (the “5.450% Notes”). The net proceeds from this offering were approximately $1,281.3 million, after deducting commissions and estimated expenses. The Company used the net proceeds to repay existing indebtedness under the 2021 Multicurrency Credit Facility.

*3.900% Senior Notes and 4.100% Senior Notes Offering—*On May 29, 2024, the Company completed a registered public offering of 500.0 million EUR ($540.1 million at the date of issuance) aggregate principal amount of 3.900% senior unsecured notes due 2030 (the “3.900% Notes”) and 500.0 million EUR ($540.1 million at the date of issuance)

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)

aggregate principal amount of 4.100% senior unsecured notes due 2034 (the “4.100% Notes” and, together with the 5.200% Notes, the 5.450% Notes and the 3.900% Notes, the “Notes”). The net proceeds from this offering were approximately 988.4 million EUR (approximately $1,067.5 million at the date of issuance), after deducting commissions and estimated expenses. The Company used the net proceeds to repay existing EUR indebtedness under the 2021 Multicurrency Credit Facility.

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)
5.200% Notes	$	650.0	March 7, 2024	February 15, 2029	5.200%	August 15, 2024	February 15 and August 15	January 15, 2029
5.450% Notes	$	650.0	March 7, 2024	February 15, 2034	5.450%	August 15, 2024	February 15 and August 15	November 15, 2033
3.900% Notes (3)	$	540.1	May 29, 2024	May 16, 2030	3.900%	May 16, 2025	May 16	February 16, 2030
4.100% Notes (3)	$	540.1	May 29, 2024	May 16, 2034	4.100%	May 16, 2025	May 16	February 16, 2034

(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. Interest on EUR-denominated notes is payable in EUR annually and will be computed on the basis of the actual number of days in the period for which interest is being calculated and the actual number of days from and including the last date on which interest was paid on the notes, beginning on the issue date.

(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.

(3)The 3.900% Notes and the 4.100% Notes are denominated in EUR; dollar amounts represent the equivalent issuance date aggregate principal amount.

If the Company undergoes a change of control and corresponding ratings decline, each as defined in the applicable 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 aggregate principal amount of the Notes repurchased, plus accrued and unpaid interest (including additional interest, if any), up to but not including the repurchase date. The Notes rank equally in right of payment with all of the Company’s other senior unsecured debt obligations and are structurally subordinated to all existing and future indebtedness and other obligations of its subsidiaries.

The supplemental indentures contain 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 applicable supplemental indenture.

Bank Facilities

*2021 Multicurrency Credit Facility—*During the nine months ended September 30, 2024, the Company borrowed an aggregate of $4.6 billion, including 0.9 billion EUR ($1.0 billion as of the borrowing date) and repaid an aggregate of $5.2 billion, including 1.1 billion EUR ($1.2 billion as of the repayment date), of revolving indebtedness under the Company’s $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 Company used the borrowings to repay outstanding indebtedness, including the 0.600% Notes, the 5.00% Notes and the 2021 EUR Three Year Delayed Draw Term Loan (as defined below), and for general corporate purposes. The Company used the proceeds from the ATC TIPL Transaction to repay existing indebtedness under the 2021 Multicurrency Credit Facility. As of September 30, 2024, there are no EUR borrowings outstanding under the 2021 Multicurrency Credit Facility.

*2021 Credit Facility—*During the nine months ended September 30, 2024, the Company borrowed an aggregate of $1.5 billion and repaid an aggregate of $2.1 billion of revolving indebtedness under the Company’s $4.0 billion senior unsecured revolving credit facility, as amended and restated in December 2021, as further amended (the “2021 Credit Facility”). The Company used the borrowings to repay outstanding indebtedness, including the 3.375% Notes, and for general corporate purposes.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)

*Repayment of 2021 EUR Three Year Delayed Draw Term Loan—*On May 21, 2024, the Company repaid all amounts outstanding under its 825 million EUR ($895.5 million as of the repayment date) unsecured term loan, as amended in December 2021 (the “2021 EUR Three Year Delayed Draw Term Loan”) using borrowings under the 2021 Multicurrency Credit Facility.

As of September 30, 2024, the key terms under the 2021 Multicurrency Credit Facility, the 2021 Credit Facility and the Company’s $1.0 billion unsecured term loan, as amended and restated in December 2021, as further amended (the “2021 Term Loan”) were as follows:


	Outstanding Principal Balance (in millions)		Undrawn letters of credit (in millions)		Maturity Date		Current margin over SOFR or EURIBOR (1)		Current commitment fee (2)
2021 Multicurrency Credit Facility	$	140.0	$	5.2	July 1, 2026	(3)	1.125	%	0.110	%
2021 Credit Facility	1,068.0		30.4		July 1, 2028	(3)	1.125	%	0.110	%
2021 Term Loan	1,000.0		N/A		January 31, 2027		1.125	%	N/A

(1)SOFR applies to the USD denominated borrowings under the 2021 Multicurrency Credit Facility, the 2021 Credit Facility and the 2021 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:


	September 30, 2024					December 31, 2023
	Fair Value Measurements Using					Fair Value Measurements Using
	Level 1		Level 2		Level 3	Level 1		Level 2		Level 3
Assets:

Investments in equity securities (1)	$	122.1	$	5.3	—	$	28.2	$	5.3	—

VIL OCDs (2)	—		—		—	—		$	192.3	—

(1)Investments in equity securities are recorded in Notes receivable and other non-current assets in the consolidated balance sheets 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 and nine months ended September 30, 2024 and 2023, the Company recognized unrealized gains (losses) of $67.9 million, $(4.2) million, $93.9 million and $(4.8) million, respectively, for equity securities held as of September 30, 2024.

(2)As of December 31, 2023, included within Current assets of discontinued operations in the consolidated balance sheets.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)

VIL Optionally Convertible Debentures—In February 2023, and as amended in August 2023, one of the Company’s customers in India, Vodafone Idea Limited (“VIL”), issued optionally convertible debentures (the “VIL OCDs”) to the Company’s subsidiary, ATC TIPL, in exchange for VIL’s payment of certain amounts towards accounts receivables. The VIL OCDs were (a) to be repaid by VIL with interest or (b) convertible into equity of VIL. The VIL OCDs were issued for an aggregate face value of 16.0 billion INR (approximately $193.2 million on the date of issuance). The VIL OCDs were to mature in tranches with 8.0 billion INR (approximately $96.6 million on the date of issuance) maturing on August 27, 2023 and 8.0 billion INR (approximately $96.6 million on the date of issuance) maturing on August 27, 2024. In August 2023, the Company amended the agreements governing the VIL OCDs to, among other items, extend the maturity of the first tranche of the VIL OCDs to August 27, 2024. The fair value of the VIL OCDs at issuance was approximately $116.5 million. The VIL OCDs accrued interest at a rate of 11.2% annually. Interest was payable to ATC TIPL semi-annually, with the first payment received in September 2023.

On March 23, 2024, the Company converted an aggregate face value of 14.4 billion INR (approximately $172.7 million) of VIL OCDs into 1,440 million shares of equity of VIL (the “VIL Shares”).

On April 29, 2024, the Company completed the sale of 1,440 million VIL Shares at a price of 12.78 INR per share. The net proceeds for this transaction were approximately 18.0 billion INR (approximately $216.0 million at the date of settlement) after deducting commissions and fees.

On June 5, 2024, the Company completed the sale of the remaining aggregate face value of 1.6 billion INR (approximately $19.2 million) of the VIL OCDs. The net proceeds for this transaction, excluding accrued interest, were approximately 1.8 billion INR (approximately $22.0 million at the date of settlement) after deducting fees.

During the nine months ended September 30, 2024, the Company recognized a gain of $46.4 million on the sales of the VIL Shares and the VIL OCDs. The gains on the sales of the VIL Shares and the VIL OCDs are recorded in Loss from discontinued operations, net of taxes in the consolidated statements of operations in the current period. As of September 30, 2024, none of the VIL Shares or the VIL OCDs remained outstanding.

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 long-lived asset impairments during the three and nine months ended September 30, 2024 or 2023 and there were no significant unobservable inputs used to determine the fair value of long-lived assets during the three and nine months ended September 30, 2024 or 2023.

During the nine months ended September 30, 2023, the Company undertook a process to evaluate various strategic alternatives with respect to its India operations, which resulted in the ATC TIPL Transaction. As part of this process, the Company received indications of value from third parties, which were less than the carrying value of the India reporting unit. The Company incorporated this information as a significant input used to determine the fair value of the India reporting unit as of September 30, 2023. During the three and nine months ended September 30, 2023, the Company recorded a goodwill impairment of $322.0 million, as discussed further in note 4.

There were no other items measured at fair value on a nonrecurring basis during the three and nine months ended September 30, 2024 or 2023.

Fair Value of Financial Instruments—The Company’s financial instruments for which the carrying value reasonably approximates fair value at September 30, 2024 and December 31, 2023 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 September 30, 2024 and December 31, 2023, the carrying value of long-term obligations, including the current portion, and amounts presented as discontinued operations, was $37.1 billion and $38.9 billion, respectively. As of September 30, 2024, the fair value of long-term obligations, including the current portion, was $35.7 billion, of which $31.2 billion was measured using Level 1 inputs and $4.5 billion was measured using Level 2 inputs. As of December 31, 2023, the fair value of long-term obligations, including the current portion, and amounts presented as discontinued operations, was $36.7 billion, of which $30.0 billion was measured using Level 1 inputs and $6.7 billion was measured using Level 2 inputs.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)

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 earnings 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.

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. Valuation allowances may be reversed if, based on changes in facts and circumstances, the net deferred tax assets have been determined to be realizable.

The increases in the income tax provision during the three and nine months ended September 30, 2024 were primarily attributable to increased earnings in certain foreign jurisdictions, partially due to the impacts of the change in estimated useful lives on depreciation and amortization expense as described in note 1. Additionally, the income tax provision for the three and nine months ended September 30, 2024 includes increases in tax expense due to unrealized gains from equity securities in the United States and anticipated foreign audit settlements. The income tax provision for the nine months ended September 30, 2023 includes a benefit from the application of a tax law change in Kenya.

As of September 30, 2024 and December 31, 2023, the total unrecognized tax benefits that would impact the ETR, if recognized, were approximately $113.3 million and $116.9 million, respectively. The amount of unrecognized tax benefits during the three and nine months ended September 30, 2024 includes (i) additions to the Company’s existing tax positions of $8.4 million and $10.9 million, respectively, (ii) reductions due to foreign currency exchange rate fluctuations of $1.8 million and $9.0 million, respectively, (iii) reductions due to the expiration of statutes of limitation of $0.8 million and $2.2 million, respectively, and (iv) reductions to the Company’s prior year tax positions and settlements of $3.3 million for the nine months ended September 30, 2024. 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 2023 Form 10-K. The impact of the amount of these changes to previously recorded uncertain tax positions could range from zero to $16.7 million.

The Company recorded the following penalties and income tax-related interest expense during the three and nine months ended September 30, 2024 and 2023:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Penalties and income tax-related interest expense	$	12.4	$	2.6	$	21.9	$	6.4

As of September 30, 2024 and December 31, 2023, the total amount of accrued income tax related interest and penalties included in the consolidated balance sheets were $63.5 million and $49.1 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 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. Awards granted prior to March 10, 2023 generally vest over four years for time-based restricted stock units (“RSUs”) and stock options. In December 2022, the Company’s Compensation Committee changed the terms of its awards to generally vest over three years. The change in vesting terms is applicable for new awards granted beginning on March 10, 2023 and does not change the vesting terms applicable to grants awarded prior to March 10, 2023. Performance-based restricted stock units (“PSUs”) generally vest over three years. Stock options generally expire ten years from the date of grant. As of September 30, 2024, the Company had the ability to grant stock-based awards with respect to an aggregate of 3.3 million shares of common stock under the 2007 Plan. 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

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)

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 and nine months ended September 30, 2024 and 2023, the Company recorded the following stock-based compensation expense in selling, general, administrative and development expense:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Stock-based compensation expense (1)	$	43.7	$	39.4	$	150.8	$	149.0

(1)For the three and nine months ended September 30, 2024 and 2023, excludes $6.8 million, $3.7 million, $10.9 million and $9.0 million, respectively, of stock-based compensation expense related to ATC TIPL, which is included in Loss from discontinued operations, net of taxes in the accompanying consolidated statements of operations.

Stock Options—As of September 30, 2024, there was no unrecognized compensation expense related to unvested stock options.

The Company’s option activity for the nine months ended September 30, 2024 was as follows (shares disclosed in full amounts):


						Number of Options
Outstanding as of January 1, 2024						766,955

Exercised						(330,279)
Forfeited						—
Expired						—
Outstanding as of September 30, 2024						436,676

*Restricted Stock Units—*As of September 30, 2024, total unrecognized compensation expense related to unvested RSUs granted under the 2007 Plan was $177.5 million and is expected to be recognized over a weighted average period of approximately two 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).

*Performance-Based Restricted Stock Units—*During the nine months ended September 30, 2024, the Company’s Compensation Committee (the “Compensation Committee”) granted an aggregate of 87,550 PSUs (the “2024 PSUs”) to its executive officers and established the performance and market metrics for these awards. During the years ended December 31, 2023 and 2022, the Compensation Committee granted an aggregate of 118,684 PSUs (the “2023 PSUs”) and 98,542 PSUs (the “2022 PSUs”), respectively, to its executive officers and established the performance metrics for these awards. Threshold, target and maximum parameters were established for the metrics for a three-year performance period with respect to each of the 2024 PSUs, the 2023 PSUs and the 2022 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 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.

The 2024 PSUs include a market condition component based on relative total shareholder return as measured against the REIT constituents included in the S&P 500 Index. For the component of the 2024 PSUs subject to a market condition, fair value is determined using a Monte Carlo simulation model, which uses multiple input variables to determine the probability of satisfying the market condition requirements. The grant date fair value of the market condition component of the 2024 PSUs is $216.11.

Key assumptions used to apply this pricing model were as follows:


	Nine Months Ended September 30, 2024

Expected term (years)	2.81
Risk-free interest rate	4.31	%
Annualized volatility	26.75	%

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)

Restricted Stock Units and Performance-Based Restricted Stock Units—The Company’s RSU and PSU activity for the nine months ended September 30, 2024 was as follows (shares disclosed in full amounts):


	RSUs	PSUs
Outstanding as of January 1, 2024 (1)	1,638,711	363,488
Granted (2)	692,621	87,550
Vested and Released (3)	(740,201)	(144,925)
Forfeited	(35,536)	(1,337)
Outstanding as of September 30, 2024	1,555,595	304,776
Vested and deferred as of September 30, 2024 (4)	36,161	—

(1)PSUs consist of the target number of shares issuable at the end of the three-year performance period for the outstanding 2023 PSUs and the outstanding 2022 PSUs, or 118,684 shares and 98,542 shares, respectively, the shares issuable at the end of the three-year performance period for the PSUs granted in 2021 (the “2021 PSUs”) based on achievement against the performance metrics for the three-year performance period, or 127,318 shares and the target remaining number of shares issuable at the end of the one-year performance period for PSUs granted to certain non-executive employees during the year ended December 31, 2023, net of forfeitures, or 18,944 shares (the “Retention PSUs”).

(2)PSUs consist of the target number of shares issuable at the end of the three-year performance period for the 2024 PSUs, or 87,550 shares.

(3)RSUs include 63,905 shares for which vesting was accelerated related to the ATC TIPL Transaction. PSUs consist of shares vested pursuant to the 2021 PSUs and the Retention PSUs. There are no additional shares to be earned related to the 2021 PSUs or the Retention PSUs.

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

During the three and nine months ended September 30, 2024, the Company recorded $12.0 million and $28.3 million, respectively, 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 September 30, 2024 was $9.7 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.

ATC TIPL Transaction— Upon completion of the ATC TIPL Transaction, RSUs granted to certain employees in India that were unvested and outstanding immediately vested. The Company recognized $5.3 million of accelerated stock-based compensation expense for these awards during the three and nine months ended September 30, 2024, which is included in Loss from discontinued operations, net of taxes.

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 nine months ended September 30, 2024, the Company received an aggregate of $38.1 million in proceeds upon exercises of stock options and sales pursuant to the ESPP.

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 (the “Exchange Act”), in accordance with securities laws and other legal requirements and subject to market conditions and other factors.

During the nine months ended September 30, 2024, there were no repurchases under either of the Buyback Programs. As of September 30, 2024, the Company has repurchased a total of 14,451,325 shares of its common stock under the 2011 Buyback for an aggregate of $1.5 billion, including commissions and fees. As of September 30, 2024, 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.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)

Distributions—During the nine months ended September 30, 2024, 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
September 12, 2024	October 25, 2024	October 9, 2024	$	1.62	$	757.0
May 23, 2024	July 12, 2024	June 14, 2024	$	1.62	$	756.7
March 14, 2024	April 26, 2024	April 12, 2024	$	1.62	$	756.5
December 13, 2023	February 1, 2024	December 28, 2023	$	1.70	$	792.7

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

During the nine months ended September 30, 2023, 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
September 20, 2023	October 27, 2023	October 11, 2023	$	1.62	$	755.2
May 24, 2023	July 10, 2023	June 16, 2023	$	1.57	$	731.8
March 8, 2023	April 28, 2023	April 14, 2023	$	1.56	$	727.0
December 7, 2022	February 2, 2023	December 28, 2022	$	1.56	$	726.3

(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 September 30, 2024, the amount accrued for distributions payable related to unvested restricted stock units was $20.4 million. During the nine months ended September 30, 2024 and 2023, the Company paid $11.0 million and $7.4 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

*European Interests—*As of September 30, 2024, ATC Europe consists of the Company’s operations in France, Germany and Spain. The Company currently holds a 52% controlling interest in ATC Europe, with Caisse de dépôt et placement du Québec (“CDPQ”) and Allianz insurance companies and funds managed by Allianz Capital Partners GmbH, including the Allianz European Infrastructure Fund (collectively, “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 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 2021, the Company acquired a 51% controlling interest in Kirtonkhola Tower Bangladesh Limited (“KTBL”) for 900 million Bangladeshi Taka (approximately $10.6 million at the date of closing). Confidence Group holds a 49% noncontrolling interest in KTBL.

Stonepeak Transaction—In 2022, the Company entered into agreements pursuant to which certain investment vehicles affiliated with Stonepeak Partners LP (such investment vehicles, collectively, “Stonepeak”) acquired a noncontrolling ownership interest in the Company’s U.S. data center business for total aggregate consideration of $3.1 billion, through an investment in common equity and mandatorily convertible preferred equity (the “Stonepeak Transaction”).

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)

As of September 30, 2024, the Company holds a common equity interest of approximately 72% in its U.S. data center business, with Stonepeak holding approximately 28% of the outstanding common equity and 100% of the outstanding mandatorily convertible preferred equity. On a fully converted basis, which is expected to occur four years from August 2022, and on the basis of the currently outstanding equity, the Company will hold a controlling ownership interest of approximately 64%, with Stonepeak holding approximately 36%. The mandatorily convertible preferred equity, which accrues dividends at 5.0%, will convert into common equity on a one for one basis, subject to adjustment that will be measured upon conversion.

*Dividends to noncontrolling interests—*Certain of the Company’s subsidiaries may, from time to time, declare dividends. During the nine months ended September 30, 2024, the Company’s U.S. data center business declared distributions of $34.6 million related to the outstanding Stonepeak mandatorily convertible preferred equity (the “Stonepeak Preferred Distributions”). As of September 30, 2024, the amount accrued for Stonepeak Preferred Distributions was $11.6 million.

Beginning in January 2024, pursuant to the terms of the ownership agreement with Stonepeak, on a quarterly basis, the Company’s U.S. data center business will distribute common dividends to the Company and to Stonepeak in proportion to their respective equity interests in the Company’s U.S. data center business (the “Stonepeak Common Dividend”). During the nine months ended September 30, 2024, the Company’s U.S. data center business made distributions of $91.7 million related to the Stonepeak Common Dividend for the period from the initial closing of the Stonepeak Transaction in August 2022 through December 31, 2023, which was accrued for as of December 31, 2023. The $91.7 million distribution during the nine months ended September 30, 2024 included a noncash distribution of $37.5 million made in lieu of a common equity contribution from Stonepeak. Additionally, during the nine months ended September 30, 2024, the Company’s U.S. data center business declared and paid distributions of $30.1 million, related to the Stonepeak Common Dividend.

During the nine months ended September 30, 2024, pursuant to the terms of the ownership agreements, ATC Europe C.V., one of the Company’s subsidiaries in the Netherlands, declared and paid dividends of an aggregate of 422.5 million EUR (approximately $465.1 million at the dates of payment), pursuant to the terms of the ownership agreements, to the Company, CDPQ and Allianz in proportion to their respective equity interests in ATC Europe C.V.

During the nine months ended September 30, 2024, pursuant to the terms of the ownership agreements, AT Rhine C.V., one of the Company’s subsidiaries in Germany, declared and paid dividends of an aggregate of 105.0 million EUR (approximately $115.6 million at the dates of payment), pursuant to the terms of the ownership agreements, to ATC Europe and PGGM in proportion to their respective equity interests in AT Rhine C.V.

During the nine months ended September 30, 2024, pursuant to the terms of the ownership agreements, AT Iberia C.V., one of the Company’s subsidiaries in Spain, declared and paid dividends of an aggregate of 92.4 million EUR (approximately $98.9 million at the dates of payment), 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.

The changes in noncontrolling interests were as follows:


	Nine Months Ended September 30,
	2024		2023
Balance as of January 1,	$	6,667.2	$	6,836.1





Net income (loss) attributable to noncontrolling interests	24.3		(44.6)
Foreign currency translation adjustment attributable to noncontrolling interests, net of tax	23.5		(58.5)
Contributions from noncontrolling interest holders (1)	153.6		11.6
Distributions to noncontrolling interest holders	(317.4)		(43.4)

Balance as of September 30,	$	6,551.2	$	6,701.2

(1)Nine months ended September 30, 2024 includes contributions from Stonepeak of $137.3 million, including a noncash contribution of $37.5 million made in lieu of Stonepeak’s receipt of the Stonepeak Common Dividend and a noncash contribution from PGGM of $12.4 million made in lieu of PGGM’s receipt of a distribution.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)

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 September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023


Net income from continuing operations attributable to American Tower common stockholders	$	416.2	$	784.4	$	2,003.7	$	1,544.3
Net loss from discontinued operations attributable to American Tower common stockholders	(1,208.5)		(197.5)		(978.3)		(145.9)
Net (loss) income attributable to American Tower Corporation common stockholders	$	(792.3)	$	586.9	$	1,025.4	$	1,398.4
Basic weighted average common shares outstanding	467,196		466,168		466,919		466,000
Dilutive securities	1,065		993		1,082		1,034
Diluted weighted average common shares outstanding	468,261		467,161		468,001		467,034
Basic net income from continuing operations attributable to American Tower Corporation common stockholders	$	0.89	$	1.68	$	4.29	$	3.31
Basic net loss from discontinued operations attributable to American Tower Corporation common stockholders	(2.59)		(0.42)		(2.10)		(0.31)
Basic net (loss) income attributable to American Tower Corporation common stockholders per common share	$	(1.70)	$	1.26	$	2.20	$	3.00
Diluted net income from continuing operations attributable to American Tower Corporation common stockholders	$	0.89	$	1.68	$	4.28	$	3.31
Diluted net loss from discontinued operations attributable to American Tower Corporation common stockholders	(2.58)		(0.42)		(2.09)		(0.31)
Diluted net (loss) income attributable to American Tower Corporation common stockholders	$	(1.69)	$	1.26	$	2.19	$	2.99

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 September 30,		Nine Months Ended September 30,
	2024	2023	2024	2023
Restricted stock units	2	317	—	6

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 more than 11,100 wireless communications sites, which commenced on March 27, 2015. The average term of the lease or sublease for all communications 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.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)

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 more than 1,700 towers, which commenced between December 2000 and August 2004. Substantially all of the towers are part of the Trust Securitizations. The average term of the lease or sublease for all 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 September 30, 2024, the Company has purchased an aggregate of approximately 700 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.

14. 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. The Company has historically reported these operations on a geographic basis.

Data Centers—The Company’s 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 types of leased land and related services from, and requires different resources, skill sets and marketing strategies than the existing property operating segment in the U.S. & Canada.

During the three months ended September 30, 2024, the Company completed the sale of ATC TIPL. The divestiture qualified for presentation as discontinued operations. See note 15 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 this Quarterly Report on Form 10-Q has been adjusted to reflect the operating results of ATC TIPL as discontinued operations for all periods presented.

As of September 30, 2024, 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, New Zealand and the Philippines;
Africa: property operations in Burkina Faso, Ghana, Kenya, Niger, Nigeria, South Africa and Uganda;
Europe: property operations in France, Germany 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.

Services

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)

The Company’s Services segment offers tower-related services in the United States, including AZP, structural and mount analyses, and construction management, which primarily support its 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 2023 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 and nine months ended September 30, 2024 and 2023 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 September 30, 2024	U.S. & Canada		Asia-Pacific (1)		Africa		Europe		Latin America		Data Centers
Segment revenues	$	1,318.0	$	5.7	$	296.9	$	212.8	$	402.8	$	233.7	$	2,469.9	$	52.4			$	2,522.3
Segment operating expenses	224.9		1.3		93.1		79.2		128.2		100.2		626.9		24.9				651.8
Segment gross margin	1,093.1		4.4		203.8		133.6		274.6		133.5		1,843.0		27.5				1,870.5
Segment selling, general, administrative and development expense (2)	41.0		2.2		15.8		14.1		28.6		20.5		122.2		5.1				127.3
Segment operating profit	$	1,052.1	$	2.2	$	188.0	$	119.5	$	246.0	$	113.0	$	1,720.8	$	22.4			$	1,743.2
Stock-based compensation expense																	$	43.7	43.7
Other selling, general, administrative and development expense																	56.7		56.7
Depreciation, amortization and accretion																	498.5		498.5
Other expense (3)																	593.8		593.8
Income from continuing operations before income taxes																			$	550.5
Total assets	$	26,928.2	$	188.6	$	4,117.7	$	12,051.6	$	8,388.9	$	10,460.6	$	62,135.6	$	92.7	$	588.5	$	62,816.8

(1)Excludes the operating results of ATC TIPL, which are reported as discontinued operations. See note 15 for further discussion.

(2)Segment selling, general, administrative and development expenses exclude stock-based compensation expense of $43.7 million.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)

(3)Primarily includes interest expense and losses from foreign currency exchange rate fluctuations, partially offset by an unrealized gain from equity securities of $67.9 million.


	Property												Total Property		Services		Other (4)		Total
Three Months Ended September 30, 2023	U.S. & Canada		Asia-Pacific (1)		Africa		Europe		Latin America		Data Centers
Segment revenues	$	1,324.5	$	4.8	$	293.7	$	200.4	$	459.6	$	211.9	$	2,494.9	$	26.2			$	2,521.1
Segment operating expenses	214.3		1.2		96.8		78.8		144.3		90.1		625.5		12.5				638.0
Segment gross margin	1,110.2		3.6		196.9		121.6		315.3		121.8		1,869.4		13.7				1,883.1
Segment selling, general, administrative and development expense (2)	40.2		1.9		13.1		15.1		28.9		17.9		117.1		6.1				123.2
Segment operating profit	$	1,070.0	$	1.7	$	183.8	$	106.5	$	286.4	$	103.9	$	1,752.3	$	7.6			$	1,759.9
Stock-based compensation expense																	$	39.4	39.4
Other selling, general, administrative and development expense																	57.7		57.7
Depreciation, amortization and accretion																	723.2		723.2
Other expense (3)																	115.3		115.3
Income from continuing operations before income taxes																			$	824.3
Total assets	$	26,491.3	$	193.2	$	4,172.8	$	11,292.6	$	8,844.6	$	10,508.4	$	61,502.9	$	79.2	$	4,070.9	$	65,653.0

(1)Excludes the operating results of ATC TIPL, which are reported as discontinued operations. See note 15 for further discussion.

(2)Segment selling, general, administrative and development expenses exclude stock-based compensation expense of $39.4 million.

(3)Primarily includes interest expense and losses from foreign currency exchange rate fluctuations. Three months ended September 30, 2023 also includes $9.8 million in impairment charges.

(4)Total assets includes $3.5 billion of total assets of discontinued operations.

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
Nine Months Ended September 30, 2024	U.S. & Canada		Asia-Pacific (1)		Africa		Europe		Latin America		Data Centers
Segment revenues	$	3,944.1	$	16.1	$	882.8	$	620.5	$	1,297.0	$	689.1	$	7,449.6	$	130.0			$	7,579.6
Segment operating expenses	649.8		4.0		282.2		225.9		404.9		292.4		1,859.2		60.8				1,920.0
Segment gross margin	3,294.3		12.1		600.6		394.6		892.1		396.7		5,590.4		69.2				5,659.6
Segment selling, general, administrative and development expense (2)	117.8		6.6		46.1		45.3		78.1		56.6		350.5		14.6				365.1
Segment operating profit	$	3,176.5	$	5.5	$	554.5	$	349.3	$	814.0	$	340.1	$	5,239.9	$	54.6			$	5,294.5
Stock-based compensation expense																	$	150.8	150.8
Other selling, general, administrative and development expense																	174.4		174.4
Depreciation, amortization and accretion																	1,527.9		1,527.9
Other expense (3)																	1,122.3		1,122.3
Income from continuing operations before income taxes																			$	2,319.1

(1)Excludes the operating results of ATC TIPL, which are reported as discontinued operations. See note 15 for further discussion.

(2)Segment selling, general, administrative and development expenses exclude stock-based compensation expense of $150.8 million.

(3)Primarily includes interest expense, partially offset by gains from foreign currency exchange rate fluctuations and an unrealized gain from equity securities of $93.9 million.

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
Nine Months Ended September 30, 2023	U.S. & Canada		Asia-Pacific (1)		Africa		Europe		Latin America		Data Centers
Segment revenues	$	3,915.3	$	13.7	$	931.9	$	590.3	$	1,363.1	$	619.8	$	7,434.1	$	122.0			$	7,556.1
Segment operating expenses	636.5		3.6		328.1		229.2		422.0		257.6		1,877.0		48.8				1,925.8
Segment gross margin	3,278.8		10.1		603.8		361.1		941.1		362.2		5,557.1		73.2				5,630.3
Segment selling, general, administrative and development expense (2)	122.7		5.6		53.2		44.8		82.1		54.0		362.4		17.1				379.5
Segment operating profit	$	3,156.1	$	4.5	$	550.6	$	316.3	$	859.0	$	308.2	$	5,194.7	$	56.1			$	5,250.8
Stock-based compensation expense																	$	149.0	149.0
Other selling, general, administrative and development expense																	172.3		172.3
Depreciation, amortization and accretion																	2,203.6		2,203.6
Other expense (3)																	1,127.8		1,127.8
Income from continuing operations before income taxes																			$	1,598.1

(1)Excludes the operating results of ATC TIPL, which are reported as discontinued operations. See note 15 for further discussion.

(2)Segment selling, general, administrative and development expenses exclude stock-based compensation expense of $149.0 million.

(3)Primarily includes interest expense and losses from foreign currency exchange rate fluctuations. Nine months ended September 30, 2023 also includes a net loss on the sales of one of the Company’s subsidiaries in Mexico that held fiber assets and the Company’s subsidiary in Poland of $78.9 million and $76.9 million in impairment charges.

15. DISCONTINUED OPERATIONS

In 2023, the Company undertook a strategic review of its India operations, where the Company evaluated the appropriate level of exposure to the India market within its 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 the signed agreement for the ATC TIPL Transaction (as defined below).

On January 4, 2024, the Company, through ATC TIPL, 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 agreed to acquire a 100% ownership interest in ATC TIPL (the “ATC TIPL Transaction”). Per the terms of the agreement, total aggregate consideration would potentially represent up to approximately 210 billion Indian Rupees (“INR”) (approximately $2.5 billion), including the value of the VIL OCDs and the VIL Shares (each as defined and further discussed in note 7), payments on certain existing customer receivables, the repayment of existing intercompany debt and the repayment, or assumption, of the Company’s existing term loan in India, by DIT.

During the nine months ended September 30, 2024, ATC TIPL distributed approximately 29.6 billion INR (approximately $354.1 million) to the Company, 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 the Company 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, the Company completed the sale of ATC TIPL and received total consideration of 182 billion INR (approximately $2.2 billion). The Company used the proceeds from the ATC TIPL Transaction to repay existing indebtedness under the 2021 Multicurrency Credit Facility.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)

The Company recorded a loss on the sale of ATC TIPL of $1.2 billion, which primarily included the reclassification of the Company’s 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 three and nine months ended September 30, 2024.


Proceeds received at closing	$	2,158.8
Net assets at closing	(2,257.6)

Loss on sale	$	(98.8)
Deal costs	(20.5)
Contingent liability for tax indemnification	(53.9)
Reclassification of cumulative translation adjustment	(1,072.3)
Total loss on sale included in loss from discontinued operations, net of taxes	$	(1,245.5)

Under the terms of the Company’s agreement with DIT, the Company is obligated to indemnify DIT with respect to certain tax-related liabilities that may arise from activities prior to the completion of the sale. The Company has recorded a $53.9 million contingent indemnification liability related to uncertain tax positions taken by ATC TIPL prior to the completion of the sale. The contingent indemnification liability is recorded in Other non-current liabilities in the consolidated balance sheets as of September 30, 2024.

The Company recorded a deferred tax asset related to the loss incurred on the sale of ATC TIPL which can only be utilized against future nonresident long-term India capital gains earned by ATC Asia Pacific Pte. Ltd. The Company believes that it is more likely than not that the benefit from this will not be realized and has recorded a full valuation allowance against this deferred tax asset of approximately $140 million.

For the year ended December 31, 2023, ATC TIPL represented approximately 23%, 15% and 15%, respectively, of the Company’s international property revenue, international gross margin and international operating profit and 10%, 6% and 5%, respectively, of the Company’s total property revenue, total segment gross margin and total segment operating profit. Prior to the completion of the ATC TIPL Transaction, ATC TIPL represented approximately 42% of the Company’s international communications sites and 34% of the Company’s total communications sites. The Company believes that the sale of ATC TIPL represents a strategic shift that will have a major impact on its operations and financial results, and as such, the divestiture qualified for presentation as discontinued operations. Prior to the divestiture and classification as discontinued operations, ATC TIPL’s operating results were included within the Asia-Pacific property segment. Accordingly, the operating results of ATC TIPL are reported as discontinued operations for all periods presented.

Assets of discontinued operations consisted of the following:


	As of
	September 30, 2024		December 31, 2023
Cash and cash equivalents	$	—	$	219.6
Restricted cash	—		0.4
Accounts receivable, net	—		122.2
Prepaid and other current assets (1)	—		387.4
Total current assets of discontinued operations	$	—	$	729.6
Property and equipment, net	$	—	$	925.6
Goodwill	—		555.5
Other intangible assets, net	—		588.4

Deferred rent	—		43.6
Right-of-use asset	—		673.7
Notes receivable and other non-current assets	—		34.1
Total non-current assets of discontinued operations	$	—	$	2,820.9
Total assets of discontinued operations	$	—	$	3,550.5

(1) As of December 31, 2023, includes the VIL OCDs.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)

Liabilities of discontinued operations consisted of the following:


	As of
	September 30, 2024		December 31, 2023
Accounts payable	$	—	$	7.4
Accrued expenses	—		227.8

Accrued interest	—		2.8
Current portion of operating lease liability	—		104.2
Current portion of long-term obligations	—		120.2
Unearned revenue	—		0.9
Total current liabilities of discontinued operations	$	—	$	463.3

Operating lease liability	—		623.4
Asset retirement obligation	—		78.2
Deferred tax liability	—		50.8
Other non-current liabilities	—		70.8
Total non-current liabilities of discontinued operations	$	—	$	823.2
Total liabilities of discontinued operations	$	—	$	1,286.5

Current portion of long-term obligations— Long-term obligations, including the current portion, includes the India Term Loan (as defined below). Interest expense associated with the India Term Loan is included within Loss from discontinued operations, net of taxes in the consolidated statements of operations for the three and nine months ended September 30, 2024 and 2023.

On February 17, 2023, ATC TIPL borrowed 10.0 billion INR (approximately $120.7 million at the date of borrowing) under an unsecured term loan in India, with a maturity date that was one year from the date of the first draw thereunder, and which was subsequently extended to December 31, 2024 (the “India Term Loan”). The India Term Loan was repaid on September 12, 2024, in connection with the completion of the ATC TIPL Transaction.

The following table presents key components of Loss from discontinued operations, net of taxes in the consolidated statements of operations:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024 (1)		2023		2024 (1)		2023
Revenue	$	234.1	$	297.5	$	911.2	$	801.4
Cost of operations	(131.8)		(177.8)		(473.8)		(523.4)
Depreciation, amortization and accretion	(14.3)		(39.7)		(96.0)		(118.0)
Selling, general, administrative and development expense	(30.0)		(11.6)		(58.7)		(39.4)
Other operating expense	(5.7)		(0.7)		(6.7)		(3.3)
Loss on sale of ATC TIPL (2)	(1,245.5)		—		(1,245.5)		—
Goodwill impairment	—		(322.0)		—		(322.0)
Operating loss	(1,193.2)		(254.3)		(969.5)		(204.7)
Interest income	4.4		12.4		30.7		22.1
Interest expense	(2.0)		(2.7)		(7.6)		(6.9)
Other income (expense), net	0.2		63.3		46.5		77.5
Loss from discontinued operations before taxes	$	(1,190.6)	$	(181.3)	$	(899.9)	$	(112.0)
Income tax provision	17.9		16.2		78.4		33.9
Loss from discontinued operations, net of taxes	$	(1,208.5)	$	(197.5)	$	(978.3)	$	(145.9)

(1)Includes the results of operations for ATC TIPL through September 12, 2024.

(2)Primarily includes the reclassification of the Company’s cumulative translation adjustment in India upon exiting the market of $1.1 billion.

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(tabular amounts in millions, unless otherwise noted)

The cash flows related to discontinued operations have not been segregated and are included in the consolidated statements of cash flows. The following table presents key cash flow and non-cash information related to discontinued operations.


	Nine Months Ended September 30,
	2024 (1)		2023


Proceeds from the sale of ATC TIPL	$	2,158.8	$	—
Capital expenditures	(52.3)		(94.0)

Significant non-cash items:
Depreciation, amortization and accretion	96.0		118.0
Stock-based compensation expense	10.9		9.0
Impairments, net loss on sale of long-lived assets, non-cash restructuring and merger related expenses	(2.3)		317.6
(Gain) loss on investments, unrealized foreign currency (gain) loss and other non-cash expense	(30.7)		(76.7)
Loss on sale of ATC TIPL (2)	1,245.5		—

(1)Includes the cash flows for ATC TIPL through September 12, 2024.

(2)Primarily includes the reclassification of the Company’s cumulative translation adjustment in India upon exiting the market of $1.1 billion.

Transition Services Agreement — In connection with the ATC TIPL Transaction, the Company entered into a Transition Services Agreement (the “TSA”) with DIT, pursuant to which the Company agreed to provide certain information technology, finance, accounting and human resources services to support DIT in the ongoing operation of the business for a period of time post-closing. Income and expenses recognized under the TSA were not significant for the three and nine months ended September 30, 2024.

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