A Dark Vector Cognition product

Item 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

15K characters. Original on sec.gov · Markdown

Item 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are exposed to certain market risks that are inherent in our financial instruments. These instruments arise from transactions entered into in the normal course of business.

The following table presents the future principal payment obligations and fair values associated with our long-term debt instruments assuming our actual level of long-term indebtedness as of December 31, 2016:

20172018201920202021ThereafterTotalFair Value
Debt:(in thousands)
2014 Senior Notes$—$—$—$—$—$750,000$750,000$763,125
2016 Senior Notes—————1,100,0001,100,0001,083,500
2012-1C Tower Securities (1)610,000—————610,000610,165
2013-1C Tower Securities (1)—425,000————425,000423,381
2013-2C Tower Securities (1)—————575,000575,000563,322
2013-1D Tower Securities (1)—330,000————330,000334,521
2014-1C Tower Securities (1)——920,000———920,000922,199
2014-2C Tower Securities (1)—————620,000620,000608,921
2015-1C Tower Securities (1)———500,000——500,000495,145
2016-1C Tower Securities (1)————700,000—700,000688,072
Revolving Credit Facility———390,000——390,000390,000
2014 Term Loan15,00015,00015,00015,0001,402,500—1,462,5001,467,984
2015 Term Loan5,0005,0005,0005,0005,000467,500492,500494,347
Total debt obligation$630,000$775,000$940,000$910,000$2,107,500$3,512,500$8,875,000$8,844,682

(1)The anticipated repayment date and the final maturity date for the 2012-1C Tower Securities is December 11, 2017 and December 9, 2042, respectively.

The anticipated repayment date and the final maturity date for the 2013-1C Tower Securities is April 10, 2018 and April 9, 2043, respectively.

The anticipated repayment date and the final maturity date for the 2013-2C Tower Securities is April 11, 2023 and April 9, 2048, respectively.

The anticipated repayment date and the final maturity date for the 2013-1D Tower Securities is April 10, 2018 and April 9, 2043, respectively.

The anticipated repayment date and the final maturity date for the 2014-1C Tower Securities is October 8, 2019 and October 11, 2044, respectively.

The anticipated repayment date and the final maturity date for the 2014-2C Tower Securities is October 8, 2024 and October 8, 2049, respectively.

The anticipated repayment date and the final maturity date for the 2015-1C Tower Securities is October 8, 2020 and October 10, 2045, respectively.

The anticipated repayment date and the final maturity date for the 2016-1C Tower Securities is July 9, 2021 and July 10, 2046, respectively.

Our current primary market risk exposure is (1) interest rate risk relating to our ability to refinance our debt at commercially reasonable rates, if at all, and (2) interest rate risk relating to the impact of interest rate movements on our 2014 Term Loan and 2015 Term Loan and any borrowings that we may incur under our Revolving Credit Facility, which are at floating rates. We manage the interest rate risk on our outstanding debt through our large percentage of fixed rate debt. While we cannot predict our ability to refinance existing debt or the impact interest rate movements will have on our existing debt, we continue to evaluate our financial position on an ongoing basis.

We are exposed to market risk from changes in foreign currency exchange rates in connection with our operations in Brazil, Canada, and Chile, and to a lesser extent, our markets in Central America. In each of these countries, we pay most of our selling,

general, and administrative expenses and a portion of our operating expenses, such as taxes and utilities incurred in the country in local currency. In addition, in Brazil, Canada, and Chile, we receive significantly all of our revenue and pay significantly all of our operating expenses in local currency. All transactions denominated in currencies other than the U.S. Dollar are reported in U.S. Dollars at the applicable exchange rate. All assets and liabilities are translated into U.S. Dollars at exchange rates in effect at the end of the applicable fiscal reporting period, and all revenues and expenses are translated at average rates for the period. The cumulative translation effect is included in equity as a component of Accumulated other comprehensive income (loss). For the year ended December 31, 2016, approximately 11.6% of our revenues and approximately 14.9% of our total operating expenses were denominated in foreign currencies.

We have performed a sensitivity analysis assuming a hypothetical 10% adverse movement in the Brazilian Real from the quoted foreign currency exchange rates at December 31, 2016. As of December 31, 2016, the analysis indicated that such an adverse movement would have caused our revenues and operating income to fluctuate by approximately 0.7% and 2.0%, respectively, for the year ended December 31, 2016.

As of December 31, 2016, we had intercompany debt, which is denominated in a currency other than the functional currency of the subsidiary in which it is recorded. As settlement of this debt is anticipated or planned in the foreseeable future, any changes in the foreign currency exchange rates will result in unrealized gains or losses, which will be included in our determination of net income. A change of 10% in the underlying exchange rates of our unsettled intercompany debt at December 31, 2016 would have resulted in approximately $42.0 million of unrealized gains or losses that would have been included in Other income (expense), net in our consolidated statements of operations for the year ended December 31, 2016.

Special Note Regarding Forward-Looking Statements

This annual report contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements concern expectations, beliefs, projections, plans and strategies, anticipated events or trends and similar expressions concerning matters that are not historical facts. Specifically, this annual report contains forward-looking statements regarding:

  • our expectations on the future growth and financial health of the wireless industry and the industry participants, the drivers of such growth, the demand for our towers, and the trends developing in our industry;

  • our expectations regarding the opportunities in the international wireless markets in which we currently operate or have targeted for growth, our beliefs regarding how we can capitalize on such opportunities, and our intent to continue expanding internationally through new acquisitions and new builds;

  • our beliefs regarding our business strategy, our ability to capture and capitalize on industry growth, the impact of such growth on our financial and operational results, and our intent to grow our tower portfolio domestically and internationally;

  • our belief that over the long-term, site leasing revenues will continue to grow as wireless service providers increase their use of our towers due to increasing minutes of network use and data transfer, network expansion and network coverage requirements, on an organic basis, in our domestic and international segments;

  • our belief that our site leasing business is characterized by stable and long-term recurring revenues, predictable operating costs, and minimal non-discretionary capital expenditures, and our expectations regarding levels of site leasing revenue;

  • our expectation that, due to the relatively young age and mix of our tower portfolio, future expenditures required to maintain these towers will be minimal;

  • our expectation that we will grow our cash flows by adding tenants to our towers at minimal incremental costs and executing monetary amendments;

  • our ability to qualify and to remain qualified as a REIT and the timing of such qualification and our election to be subject to a tax as a REIT;

  • our belief that our business is currently operated in a manner that complies with the REIT rules and our intent to continue to do so;

  • our belief that we will not be required to make an earnings and profits distribution in order to qualify as a REIT;

  • our plans regarding our distribution policy, and the amount and timing of, and source of funds for, any such distributions;

  • our expectations regarding the use of NOLs to reduce REIT taxable income;

  • our expectations regarding our capital allocation strategy and the impact of the REIT conversion on that strategy;

  • our expectations regarding the churn rate of our non-iDEN tenant leases;

  • our expectations regarding the impact of the Oi reorganization;

  • our expectations regarding our future cash capital expenditures, both discretionary and non-discretionary, including expenditures required to maintain, improve, and modify our towers, ground lease purchases, and general corporate expenditures, and the source of funds for these expenditures;

  • our intended use of our liquidity;

  • our expectations regarding our annual debt service in 2017 and thereafter, and our belief that our cash on hand, capacity under our Revolving Credit Facility, and our cash flows from operations for the next twelve months will be sufficient to service our outstanding debt during the next twelve months;

  • our belief regarding our credit risk; and

  • our estimates regarding certain accounting and tax matters.

These forward-looking statements reflect our current views about future events and are subject to risks, uncertainties and assumptions. We wish to caution readers that certain important factors may have affected and could in the future affect our actual results and could cause actual results to differ significantly from those expressed in any forward-looking statement. The most important factors that could prevent us from achieving our goals, and cause the assumptions underlying forward-looking statements and the actual results to differ materially from those expressed in or implied by those forward-looking statements include, but are not limited to, the following:

  • the impact of consolidation among wireless service providers on our leasing revenue;

  • our ability to continue to comply with covenants and the terms of our credit instruments and our ability to obtain additional financing to fund our capital expenditures;

  • our ability to successfully manage the risks associated with international operations, including risks relating to political or economic conditions, tax laws, currency restrictions and exchange rate fluctuations, legal or judicial systems, and land ownership;

  • our ability to successfully manage the risks associated with our acquisition initiatives, including our ability to effectively integrate acquired towers into our business and to achieve the financial results projected in our valuation models for the acquired towers;

  • developments in the wireless communications industry in general, and for wireless communications infrastructure providers in particular, that may slow growth or affect the willingness or ability of the wireless service providers to expend capital to fund network expansion or enhancements;

  • our ability to secure as many site leasing tenants as anticipated, recognize our expected economies of scale with respect to new tenants on our towers, and retain current leases on towers;

  • our ability to secure and deliver anticipated services business at contemplated margins;

  • our ability to build new towers, including our ability to identify and acquire land that would be attractive for our customers and to successfully and timely address zoning, permitting, weather, availability of labor and supplies and other issues that arise in connection with the building of new towers;

  • competition for the acquisition of towers and other factors that may adversely affect our ability to purchase towers that meet our investment criteria and are available at prices which we believe will be accretive to our shareholders and allow us to maintain our long-term target leverage ratios;

  • our ability to protect our rights to the land under our towers, and our ability to acquire land underneath our towers on terms that are accretive;

  • our ability to sufficiently increase our revenues and maintain expenses and cash capital expenditures at appropriate levels to permit us to meet our anticipated uses of liquidity for operations, debt service and estimated portfolio growth;

  • our ability to successfully estimate the impact of regulatory and litigation matters;

  • our ability to successfully estimate the impact of certain accounting and tax matters, including the effect on our company of adopting certain accounting pronouncements and the availability of sufficient NOLs to offset future taxable income;

  • natural disasters and other unforeseen damage for which our insurance may not provide adequate coverage;

  • a decrease in demand for our towers;

  • the willingness and ability of Oi to continue to make payments to us in accordance with the terms of our contracts;

  • the introduction of new technologies or changes in a tenant’s business model that may make our tower leasing business less desirable to potential tenants;

  • our ability to qualify for treatment as a REIT for U.S. federal income tax purposes and to comply with and conduct our business in accordance with such rules;

  • our ability to utilize available NOLs to reduce REIT taxable income; and

  • our ability to successfully estimate the impact of certain accounting and tax matters, including the effect on our company of adopting certain accounting pronouncements and the availability of sufficient NOLs to offset future REIT taxable income.

Previous: Item 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS · Next: Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA