SBA Communications 10-Q 2022-03-31

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

xQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2022

OR

¨TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________ to __________

Commission file number: 001-16853

SBA COMMUNICATIONS CORPORATION

(Exact name of Registrant as specified in its charter)

Florida	65-0716501
(State or other jurisdiction of	(I.R.S. Employer
incorporation or organization)	Identification No.)

8051 Congress Avenue
Boca Raton**,** Florida	33487
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code (561) 995-7670

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class	Trading Symbol	Name of Each Exchange on Which Registered
Class A Common Stock, $0.01 par value per share	SBAC	The NASDAQ Stock Market LLC
		(NASDAQ Global Select Market)

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

Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (Section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No ¨

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer	x	Accelerated Filer	¨
Non-Accelerated Filer	¨	Smaller Reporting Company	¨
		Emerging Growth Company	¨

If an emerging growth company, indicate by checkmark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act) Yes ¨ No x

Indicate the number of shares outstanding of each issuer’s classes of common stock, as of the latest practicable date: 107,829,051 shares of Class A common stock as of April 19, 2022.

Table of Contents

		Page
PART I – FINANCIAL INFORMATION
Item 1.	Financial Statements
	Consolidated Balance Sheets as of March 31, 2022 (unaudited) and December 31, 2021	1
	Consolidated Statements of Operations (unaudited) for the three months ended March 31, 2022 and 2021	2
	Consolidated Statements of Comprehensive Income (Loss) (unaudited) for the three months ended March 31, 2022 and 2021	3
	Consolidated Statement of Shareholders’ Deficit (unaudited) for the three months ended March 31, 2022 and 2021	4
	Consolidated Statements of Cash Flows (unaudited) for the three months ended March 31, 2022 and 2021	6
	Condensed Notes to Consolidated Financial Statements (unaudited)	8
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	18
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	30
Item 4.	Controls and Procedures	33
PART II – OTHER INFORMATION
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	34
Item 6.	Exhibits	34
SIGNATURES		35

PART I – FINANCIAL INFORMATION

SBA COMMUNICATIONS CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS (in thousands, except par values)

		March 31,			December 31,
		2022			2021
ASSETS		(unaudited)
Current assets:
Cash and cash equivalents		$	263,569		$	367,278
Restricted cash			69,781			65,561
Accounts receivable, net			121,583			101,950
Costs and estimated earnings in excess of billings on uncompleted contracts			48,028			48,844
Prepaid expenses and other current assets			36,462			30,813
Total current assets			539,423			614,446
Property and equipment, net			2,674,679			2,575,487
Intangible assets, net			2,909,789			2,803,247
Operating lease right-of-use assets, net			2,362,287			2,268,470
Acquired and other right-of-use assets, net			1,017,508			964,405
Other assets			638,414			575,644
Total assets		$	10,142,100		$	9,801,699
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS,
AND SHAREHOLDERS' DEFICIT
Current Liabilities:
Accounts payable		$	40,583		$	34,066
Accrued expenses			80,628			68,070
Current maturities of long-term debt			662,264			24,000
Deferred revenue			195,553			184,380
Accrued interest			23,710			49,096
Current lease liabilities			254,448			238,497
Other current liabilities			21,367			18,222
Total current liabilities			1,278,553			616,331
Long-term liabilities:
Long-term debt, net			11,969,068			12,278,694
Long-term lease liabilities			2,050,790			1,981,353
Other long-term liabilities			232,799			191,475
Total long-term liabilities			14,252,657			14,451,522
Redeemable noncontrolling interests			36,037			17,250
Shareholders' deficit:
Preferred stock - par value $0.01, 30,000 shares authorized, no shares issued or outstanding			—			—
Common stock - Class A, par value $0.01, 400,000 shares authorized, 107,806 shares and
108,956 shares issued and outstanding at March 31, 2022 and December 31, 2021,
respectively			1,078			1,089
Additional paid-in capital			2,688,835			2,681,347
Accumulated deficit			(7,523,696)			(7,203,531)
Accumulated other comprehensive loss, net			(591,364)			(762,309)
Total shareholders' deficit			(5,425,147)			(5,283,404)
Total liabilities, redeemable noncontrolling interests, and shareholders' deficit		$	10,142,100		$	9,801,699

The accompanying condensed notes are an integral part of these consolidated financial statements.

SBA COMMUNICATIONS CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited) (in thousands, except per share amounts)

		For the three months
		ended March 31,
		2022			2021
Revenues:
Site leasing		$	559,432		$	505,103
Site development			60,338			43,636
Total revenues			619,770			548,739
Operating expenses:
Cost of revenues (exclusive of depreciation, accretion,
and amortization shown below):
Cost of site leasing			107,155			95,368
Cost of site development			45,773			34,406
Selling, general, and administrative expenses (1)			62,124			51,601
Acquisition and new business initiatives related
adjustments and expenses			5,104			5,001
Asset impairment and decommission costs			8,512			4,903
Depreciation, accretion, and amortization			174,323			183,881
Total operating expenses			402,991			375,160
Operating income			216,779			173,579
Other income (expense):
Interest income			2,502			632
Interest expense			(82,252)			(90,095)
Non-cash interest expense			(11,526)			(11,804)
Amortization of deferred financing fees			(4,881)			(4,891)
Loss from extinguishment of debt, net			—			(11,652)
Other income (expense), net			108,161			(88,436)
Total other income (expense), net			12,004			(206,246)
Income (loss) before income taxes			228,783			(32,667)
(Provision) benefit for income taxes			(40,477)			20,922
Net income (loss)			188,306			(11,745)
Net loss attributable to noncontrolling interests			317			—
Net income (loss) attributable to SBA Communications
Corporation		$	188,623		$	(11,745)
Net income (loss) per common share attributable to SBA
Communications Corporation:
Basic		$	1.75		$	(0.11)
Diluted		$	1.72		$	(0.11)
Weighted average number of common shares
Basic			108,086			109,469
Diluted			109,544			109,469

(1)Includes non-cash compensation expense of $24,116 and $19,584 for the three months ended March 31, 2022 and 2021, respectively.

The accompanying condensed notes are an integral part of these consolidated financial statements.

SBA COMMUNICATIONS CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(unaudited) (in thousands)

		For the three months
		ended March 31,
		2022			2021
Net income (loss)		$	188,306		$	(11,745)
Adjustments related to interest rate swaps			85,322			42,787
Foreign currency translation adjustments			85,506			(43,634)
Comprehensive income (loss)			359,134			(12,592)
Comprehensive loss attributable to noncontrolling interests			434			—
Comprehensive income (loss) attributable to SBA
Communications Corporation		$	359,568		$	(12,592)

The accompanying condensed notes are an integral part of these consolidated financial statements.

‎

SBA COMMUNICATIONS CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF SHAREHOLDERS**’ DEFICIT**

(unaudited) (in thousands)

													Accumulated
		Class A					Additional						Other			Total
		Common Stock					Paid-In			Accumulated			Comprehensive			Shareholders'
		Shares		Amount			Capital			Deficit			Loss			Deficit
BALANCE, December 31, 2021		108,956		$	1,089		$	2,681,347		$	(7,203,531)		$	(762,309)		$	(5,283,404)
Net income attributable to SBA

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We are a leading independent owner and operator of wireless communications infrastructure, including tower structures, rooftops, and other structures that support antennas used for wireless communications, which we collectively refer to as “towers” or “sites.” Our principal operations are in the United States and its territories. In addition, we own and operate towers in South America, Central America, Canada, South Africa, the Philippines, and Tanzania. Our primary business line is our site leasing business, which contributed 96.9% of our total segment operating profit for the three months ended March 31, 2022. In our site leasing business, we (1) lease space to wireless service providers and other customers on assets that we own or operate and (2) manage rooftop and tower sites for property owners under various contractual arrangements. As of March 31, 2022, we owned 36,017 towers, a substantial portion of which have been built by us or built by other tower owners or operators who, like us, have built such towers to lease space to multiple wireless service providers. Our other business line is our site development business, through which we assist wireless service providers in developing and maintaining their own wireless service networks.

Site Leasing

Our primary focus is the leasing of antenna space on our multi-tenant towers to a variety of wireless service providers under long-term lease contracts in the United States, South America, Central America, Canada, South Africa, the Philippines, and Tanzania. As of March 31, 2022, no U.S. state or territory accounted for more than 10% of our total tower portfolio by tower count, and no U.S. state or territory accounted for more than 10% of our total revenues for the three months ended March 31, 2022. In addition, as of March 31, 2022, approximately 30% of our total towers are located in Brazil and no other international markets (each country is considered a market) represented more than 4% of our total towers. We derive site leasing revenues primarily from wireless service

provider tenants, including T-Mobile, AT&T, Verizon Wireless, Oi S.A., Telefonica, Claro, DISH Wireless, Tigo, and TIM. Wireless service providers enter into tenant leases with us, each of which relates to the lease or use of space at an individual site.

In the United States and our international markets, our tenant leases are generally for an initial term of five years to 15 years with multiple renewal periods at the option of the tenant. In the United States, Canada, and in our Central American markets, tenant leases typically contain specific rent escalators, which average 3-4% per year, including the renewal option periods. In our South American markets, South Africa, and the Philippines, tenant leases typically escalate annually in accordance with an inflationary index. In Tanzania, tenant leases typically escalate using a combination of fixed and inflation adjusted escalators. Site leases in our South American markets typically provide for a fixed rental amount and a pass-through charge for the underlying rent related to ground leases and other property interests. In South Africa, our site leases contain pass through charges related to utilities and, in Tanzania, our site leases include components related to utilities and fuel. The utility and fuel portion of our Tanzanian site leases adjust periodically in accordance with changes in fuel and electricity prices. In certain markets such as Brazil, tenant leases are typically governed by master lease agreements, which provide for the material terms and conditions that will govern the terms of the use of the site.

Cost of site leasing revenue primarily consists of:

Cash and non-cash rental expense on ground leases and other underlying property interests;

Property taxes;

Site maintenance and monitoring costs (exclusive of employee related costs);

Utilities;

Property insurance;

Fuel (in those international markets that do not have an available electric grid at our tower sites); and

Lease initial direct cost amortization.

In the United States and our international markets, ground leases and other property interests are generally for an initial term of five years or more with multiple renewal periods, which are at our option. In the United States, Canada, our Central American markets, and the Philippines, ground leases and other property interests provide for fixed rent escalators which typically average 2-3% annually, and in our South American markets and South Africa, ground leases adjust in accordance with an inflationary index. As of March 31, 2022, approximately 71% of our tower structures were located on parcels of land that we own, land subject to perpetual easements, or parcels of land in which we have a leasehold interest that extends beyond 20 years. For any given tower, costs are relatively fixed over a monthly or an annual time period. As such, operating costs for owned towers do not generally increase as a result of adding additional customers to the tower. The amount of property taxes varies from site to site depending on the taxing jurisdiction and the height and age of the tower. The ongoing maintenance requirements are typically minimal and include replacing lighting systems, painting a tower, or upgrading or repairing an access road or fencing.

In our Central American markets and Ecuador, significantly all of our revenue, expenses, and capital expenditures arising from our new build activities are denominated in U.S. dollars. Specifically, most of our ground leases and other property interests, tenant leases, and tower-related expenses are paid in U.S. dollars. In our Central American markets, our local currency obligations are principally limited to (1) permitting and other local fees, (2) utilities, and (3) taxes. In Brazil, Canada, Chile, South Africa, and the Philippines, significantly all of our revenue, expenses, and capital expenditures, including tenant leases, ground leases and other property interests, and other tower-related expenses are denominated in local currency. In Colombia, Argentina, Peru, and Tanzania, our revenue, expenses, and capital expenditures, including tenant leases, ground leases and other property interests, and other tower-related expenses are denominated in a mix of local currency and U.S. dollars.

As indicated in the table below, our site leasing business generates substantially all of our total segment operating profit. For information regarding our operating segments, see Note 14 of our condensed notes to consolidated financial statements included in this quarterly report.

		For the three months ended
Segment operating profit as a percentage of		March 31,
total operating profit		2022			2021
Domestic site leasing			78.7%			80.8%
International site leasing			18.2%			17.0%
Total site leasing			96.9%			97.8%

We believe that the site leasing business continues to be attractive due to its long-term contracts, built-in rent escalators, high operating margins, and low customer churn (which refers to when a customer does not renew its lease or cancels its lease prior to the end of its term) other than in connection with customer consolidation or cessation of a particular technology. We believe that over the

long-term, site leasing revenues will continue to grow as wireless service providers lease additional antenna space on our towers due to increasing minutes of network use and data transfer, network expansion and network coverage requirements.

During the remainder of 2022, we expect organic site leasing revenue in both our domestic and international segments to increase over 2021 levels due in part to wireless carriers deploying unused spectrum. We believe our site leasing business is characterized by stable and long-term recurring revenues, predictable operating costs and minimal non-discretionary capital expenditures. Due to the relatively young age and mix of our tower portfolio, we expect future expenditures required to maintain these towers to be minimal. Consequently, we expect to grow our cash flows by (1) adding tenants to our towers at minimal incremental costs by using existing tower capacity or requiring wireless service providers to bear all or a portion of the cost of tower modifications and (2) executing monetary amendments as wireless service providers add or upgrade their equipment. Furthermore, because our towers are strategically positioned, we have historically experienced low tenant lease terminations as a percentage of revenue other than in connection with customer consolidation or cessations of a specific technology.

Site Development

Our site development business, which is conducted in the United States only, is complementary to our site leasing business and provides us the ability to keep in close contact with the wireless service providers who generate substantially all of our site leasing revenue and to capture ancillary revenues that are generated by our site leasing activities, such as antenna and equipment installation at our tower locations. Site development revenues are earned primarily from providing a full range of end to end services to wireless service providers or companies providing development or project management services to wireless service providers. Our services include: (1) network pre-design; (2) site audits; (3) identification of potential locations for towers and antennas on existing infrastructure; (4) support in leasing of the location; (5) assistance in obtaining zoning approvals and permits; (6) tower and related site construction; (7) antenna installation; and (8) radio equipment installation, commissioning, and maintenance. We provide site development services at our towers and at towers owned by others on a local basis, through regional, market, and project offices. The market offices are responsible for all site development operations.

For information regarding our operating segments, see Note 14 of our condensed notes to consolidated financial statements in this quarterly report.

Capital Allocation Strategy

Our capital allocation strategy is aimed at increasing shareholder value through investment in quality assets that meet our return criteria, stock repurchases when we believe our stock price is below its intrinsic value, and by returning cash generated by our operations in the form of cash dividends. While the addition of a cash dividend to our capital allocation strategy in 2019 has provided us with a new tool to return value to our shareholders, we continue to believe that our priority is to make investments focused on increasing Adjusted Funds From Operations per share. Key elements of our capital allocation strategy include:

Portfolio Growth. We intend to continue to grow our asset portfolio, domestically and internationally, primarily through tower acquisitions and the construction of new towers that meet our internal return on invested capital criteria.

Stock Repurchase Program. We currently utilize stock repurchases as part of our capital allocation policy when we believe our share price is below its intrinsic value. We believe that share repurchases, when purchased at the right price, will facilitate our goal of increasing our Adjusted Funds From Operations per share.

Dividend. Cash dividends are an additional component of our strategy of returning value to shareholders. We do not expect our dividend to require any changes in our leverage and believe that, due to our low dividend payout ratio, we can continue to focus on building and buying quality assets and opportunistically buying back our stock. While the timing and amount of future dividends will be subject to approval by our Board of Directors, we believe that our future cash flow generation will permit us to grow our cash dividend in the future.

Critical Accounting Policies and Estimates

We have identified the policies and significant estimation processes listed below and in our Annual Report on Form 10-K as critical to our business operations and the understanding of our results of operations. The listing is not intended to be a comprehensive list. In many cases, the accounting treatment of a particular transaction is specifically dictated by accounting principles generally accepted in the United States, with no need for management’s judgment in their application. In other cases, management is required to exercise judgment in the application of accounting principles with respect to particular transactions. The impact and any associated risks related to these policies on our business operations is discussed throughout “Management’s Discussion and Analysis of Financial

Condition and Results of Operations” where such policies affect reported and expected financial results. For a detailed discussion on the application of these and other accounting policies, see Note 2 of our consolidated financial statements contained in our Annual Report on Form 10-K for the year ended December 31, 2021. Our preparation of our financial statements requires us to make estimates and assumptions that affect the reported amount of assets and liabilities, disclosure of contingent assets and liabilities at the date of our financial statements, and the reported amounts of revenue and expenses during the reporting periods. Management bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances. There can be no assurance that actual results will not differ from those estimates and such differences could be significant.

RESULTS OF OPERATIONS

This report presents our financial results and other financial metrics on a GAAP basis and with respect to our international and consolidated results after eliminating the impact of changes in foreign currency exchange rates. We believe that providing these financial results and metrics on a constant currency basis, which are non-GAAP measures, gives management and investors the ability to evaluate the performance of our business without the impact of foreign currency exchange rate fluctuations. We eliminate the impact of changes in foreign currency exchange rates by dividing the current period’s financial results by the average monthly exchange rates of the prior year period, as well as by eliminating the impact of realized and unrealized gains and losses on our intercompany loans.

Three Months Ended March 31, 2022 Compared to Three Months Ended March 31, 2021

Revenues and Segment Operating Profit:

		For the three months ended												Constant
		March 31,						Foreign			Constant			Currency
		2022			2021			Currency Impact			Currency Change			% Change
Revenues		(in thousands)
Domestic site leasing		$	432,986		$	403,579		$	—		$	29,407			7.3%
International site leasing			126,446			101,524			2,268			22,654			22.3%
Site development			60,338			43,636			—			16,702			38.3%
Total		$	619,770		$	548,739		$	2,268		$	68,763			12.5%
Cost of Revenues
Domestic site leasing		$	65,804		$	65,120		$	—		$	684			1.1%
International site leasing			41,351			30,248			785			10,318			34.1%
Site development			45,773			34,406			—			11,367			33.0%
Total		$	152,928		$	129,774		$	785		$	22,369			17.2%
Operating Profit
Domestic site leasing		$	367,182		$	338,459		$	—		$	28,723			8.5%
International site leasing			85,095			71,276			1,483			12,336			17.3%
Site development			14,565			9,230			—			5,335			57.8%

Revenues

Domestic site leasing revenues increased $29.4 million for the three months ended March 31, 2022, as compared to the prior year, primarily due to (1) revenues from 824 towers acquired (including wireless tenant licenses on 713 utility transmission structures from the PG&E transaction) and towers built since January 1, 2021 and (2) organic site leasing growth, primarily from monetary lease amendments for additional equipment added to our towers as well as new leases and contractual rent escalators, partially offset by lease non-renewals.

International site leasing revenues increased $24.9 million for the three months ended March 31, 2022, as compared to the prior year. On a constant currency basis, international site leasing revenues increased $22.7 million. These changes were primarily due to (1) revenues from 1,974 towers acquired (including 1,445 towers under the deal with Airtel Tanzania) and 412 towers built since January 1, 2021 and (2) organic site leasing growth from new leases, amendments, and contractual escalators, partially offset by lease non-renewals. Site leasing revenue in Brazil represented 11.7% of total site leasing revenue for the period. No other individual international market represented more than 4% of our total site leasing revenue.

Site development revenues increased $16.7 million for the three months ended March 31, 2022, as compared to prior year, as a result of increased carrier activity driven primarily by T-Mobile and DISH Wireless.

Operating Profit

Domestic site leasing segment operating profit increased $28.7 million for the three months ended March 31, 2022, as compared to the prior year, primarily due to additional profit generated by (1) towers acquired and built since January 1, 2021 and organic site leasing growth as noted above, (2) continued control of our site leasing cost of revenue, and (3) the positive impact of our ground lease purchase program.

International site leasing segment operating profit increased $13.8 million for the three months ended March 31, 2022, as compared to the prior year. On a constant currency basis, international site leasing segment operating profit increased $12.3 million. These changes were primarily due to additional profit generated by (1) towers acquired and built since January 1, 2021 and organic site leasing growth as noted above, (2) continued control of our site leasing cost of revenue, and (3) the positive impact of our ground lease purchase program.

Site development segment operating profit increased $5.3 million for the three months ended March 31, 2022, as compared to the prior year, as a result of increased carrier activity driven primarily by T-Mobile and DISH Wireless.

Selling, General, and Administrative Expenses:

		For the three months ended												Constant
		March 31,						Foreign			Constant			Currency
		2022			2021			Currency Impact			Currency Change			% Change
		(in thousands)
Domestic site leasing		$	23,373		$	28,056		$	—		$	(4,683)			(16.7%)
International site leasing			15,494			7,760			(144)			7,878			101.5%
Total site leasing		$	38,867		$	35,816		$	(144)		$	3,195			8.9%
Site development			5,522			5,789			—			(267)			(4.6%)
Other			17,735			9,996			—			7,739			77.4%
Total		$	62,124		$	51,601		$	(144)		$	10,667			20.7%

Selling, general, and administrative expenses increased $10.5 million for the three months ended March 31, 2022, as compared to the prior year. On a constant currency basis, selling, general, and administrative expenses increased $10.7 million. These changes were primarily as a result of an increase in non-cash compensation, personnel, and other support related costs due in part to our entry into new markets.

The decrease in Domestic site leasing and corresponding increases in International site leasing and Other selling, general, and administrative expenses are primarily due to changes in our internal cost allocations.

Asset Impairment and Decommission Costs:

		For the three months ended												Constant
		March 31,						Foreign			Constant			Currency
		2022			2021			Currency Impact			Currency Change			% Change
		(in thousands)
Domestic site leasing		$	5,483		$	3,871		$	—		$	1,612			41.6%
International site leasing			3,029			1,032			80			1,917			185.8%
Total		$	8,512		$	4,903		$	80		$	3,529			72.0%

Asset impairment and decommission costs increased $3.6 million for the three months ended March 31, 2022, as compared to the prior year. On a constant currency basis, asset impairment and decommission costs increased $3.5 million. These changes were primarily as a result of an increase in impairment charges resulting from our regular analysis of whether the anticipated future discounted cash flows from certain towers are sufficient to recover the carrying value of the investment in those towers, partially offset by a decrease in costs related to sites decommissioned in the first quarter of 2022 compared to the prior year period.

‎

Depreciation, Accretion, and Amortization Expense:

		For the three months ended												Constant
		March 31,						Foreign			Constant			Currency
		2022			2021			Currency Impact			Currency Change			% Change
		(in thousands)
Domestic site leasing		$	123,133		$	137,054		$	—		$	(13,921)			(10.2%)
International site leasing			48,881			43,121			839			4,921			11.4%
Total site leasing		$	172,014		$	180,175		$	839		$	(9,000)			(5.0%)
Site development			588			2,082			—			(1,494)			(71.8%)
Other			1,721			1,624			—			97			6.0%
Total		$	174,323		$	183,881		$	839		$	(10,397)			(5.7%)

Depreciation, accretion, and amortization expense decreased $9.6 million for the three months ended March 31, 2022, as compared to the prior year. On a constant currency basis, depreciation, accretion, and amortization expense decreased $10.4 million. These changes were primarily due to the impact of assets that became fully depreciated since the prior year period, partially offset by an increase in the number of towers we acquired and built since January 1, 2021.

Operating Income (Expense):

		For the three months ended												Constant
		March 31,						Foreign			Constant			Currency
		2022			2021			Currency Impact			Currency Change			% Change
		(in thousands)
Domestic site leasing		$	211,594		$	166,146		$	—		$	45,448			27.4%
International site leasing			16,186			17,694			696			(2,204)			(12.5%)
Total site leasing		$	227,780		$	183,840		$	696		$	43,244			23.5%
Site development			8,455			1,359			—			7,096			522.1%
Other			(19,456)			(11,620)			—			(7,836)			67.4%
Total		$	216,779		$	173,579		$	696		$	42,504			24.5%

Domestic site leasing operating income increased $45.4 million for the three months ended March 31, 2022, as compared to the prior year, primarily due to higher segment operating profit, decreases in depreciation, accretion, and amortization expense and selling, general, and administrative expenses, partially offset by an increase in asset impairment and decommission costs.

International site leasing operating income decreased $1.5 million for the three months ended March 31, 2022, as compared to the prior year. On a constant currency basis, international site leasing operating income decreased $2.2 million. These changes were primarily due to increases in selling, general, and administrative expenses, depreciation, accretion, and amortization expense, and asset impairment and decommission costs, partially offset by higher segment operating profit.

Site development operating income increased $7.1 million for the three months ended March 31, 2022, as compared to the prior year, primarily due to higher segment operating profit driven by more activity from T-Mobile and DISH Wireless.

Other Income (Expense):

		For the three months ended												Constant
		March 31,						Foreign			Constant			Currency
		2022			2021			Currency Impact			Currency Change			% Change
		(in thousands)
Interest income		$	2,502		$	632		$	75		$	1,795			284.0%
Interest expense			(82,252)			(90,095)			—			7,843			(8.7%)
Non-cash interest expense			(11,526)			(11,804)			—			278			(2.4%)
Amortization of deferred financing fees			(4,881)			(4,891)			—			10			(0.2%)
Loss from extinguishment of debt, net			—			(11,652)			—			11,652			(100.0%)
Other income (expense), net			108,161			(88,436)			196,397			200			(10.8%)
Total		$	12,004		$	(206,246)		$	196,472		$	21,778			(18.2%)

Interest income increased $1.9 million for the three months ended March 31, 2022, as compared to the prior year. This change was primarily due to a higher amount of interest-bearing deposits held in Brazil and higher effective interest rates on those deposits as compared to the prior year.

Interest expense decreased $7.8 million for the three months ended March 31, 2022, as compared to the prior year. This change was primarily due to a lower weighted average interest rate, partially offset by a higher average principal amount of cash-interest bearing debt outstanding.

Loss from extinguishment of debt was $11.7 million for the three months ended March 31, 2021 representing the payment of a $7.5 million call premium and the write-off of $4.2 million of unamortized financing fees related to the repayment of the 2017 Senior Notes in February 2021.

Other expense, net includes a $109.6 million gain on the remeasurement of U.S. dollar denominated intercompany loans with foreign subsidiaries for the three months ended March 31, 2022, while the prior year period included a $86.3 million loss.

(Provision) Benefit for Income Taxes:

		For the three months ended												Constant
		March 31,						Foreign			Constant			Currency
		2022			2021			Currency Impact			Currency Change			% Change
		(in thousands)
(Provision) benefit for income taxes		$	(40,477)		$	20,922		$	(69,026)		$	7,627			(90.5%)

Provision for income taxes increased $61.4 million for the three months ended March 31, 2022, as compared to the prior year primarily due to fluctuations in foreign currency exchange rates, partially offset by a decrease in deferred foreign taxes.

Net Income (Loss):

		For the three months ended												Constant
		March 31,						Foreign			Constant			Currency
		2022			2021			Currency Impact			Currency Change			% Change
		(in thousands)
Net income (loss)		$	188,306		$	(11,745)		$	128,142		$	71,909			158.0%

Net income increased $200.1 million for the three months ended March 31, 2022, as compared to the prior year. On a constant currency basis, net income increased $71.9 million. These changes were primarily due to an increase in operating income and decreases in loss from extinguishment of debt and cash interest expense, partially offset by an increase in provision for income taxes.

NON-GAAP FINANCIAL MEASURES

This report contains information regarding Adjusted EBITDA, a non-GAAP measure. We have provided below a description of Adjusted EBITDA, a reconciliation of Adjusted EBITDA to its most directly comparable GAAP measure and an explanation as to why management utilizes this measure. As discussed above, this report also presents our financial results and other financial metrics after eliminating the impact of changes in foreign currency exchange rates. We believe that providing these financial results and metrics on a constant currency basis, which are non-GAAP measures, gives management and investors the ability to evaluate the performance of our business without the impact of foreign currency exchange rate fluctuations. We eliminate the impact of changes in foreign currency exchange rates by dividing the current period’s financial results by the average monthly exchange rates of the prior year period, as well as by eliminating the impact of the remeasurement of our intercompany loans.

Adjusted EBITDA

We define Adjusted EBITDA as net income excluding the impact of non-cash straight-line leasing revenue, non-cash straight-line ground lease expense, non-cash compensation, net loss from extinguishment of debt, other income and expenses, acquisition and new business initiatives related adjustments and expenses, asset impairment and decommission costs, interest income, interest expenses, depreciation, accretion, and amortization, and income taxes.

We believe that Adjusted EBITDA is useful to investors or other interested parties in evaluating our financial performance. Adjusted EBITDA is the primary measure used by management (1) to evaluate the economic productivity of our operations and (2) for purposes of making decisions about allocating resources to, and assessing the performance of, our operations. Management believes

that Adjusted EBITDA helps investors or other interested parties to meaningfully evaluate and compare the results of our operations (1) from period to period and (2) to our competitors, by excluding the impact of our capital structure (primarily interest charges from our outstanding debt) and asset base (primarily depreciation, amortization and accretion) from our financial results. Management also believes Adjusted EBITDA is frequently used by investors or other interested parties in the evaluation of REITs. In addition, Adjusted EBITDA is similar to the measure of current financial performance generally used by our lenders to determine compliance with certain covenants under our Senior Credit Agreement and the indentures relating to the 2020 Senior Notes and 2021 Senior Notes. Adjusted EBITDA should be considered only as a supplement to net income computed in accordance with GAAP as a measure of our performance.

		For the three months ended												Constant
		March 31,						Foreign			Constant			Currency
		2022			2021			Currency Impact			Currency Change			% Change
		(in thousands)
Net income (loss)		$	188,306		$	(11,745)		$	128,142		$	71,909			158.0%
Non-cash straight-line leasing revenue			(8,001)			(576)			50			(7,475)			1,297.7%
Non-cash straight-line ground lease expense			1,053			2,641			(5)			(1,583)			(59.9%)
Non-cash compensation			24,747			20,422			54			4,271			20.9%
Loss from extinguishment of debt, net			—			11,652			—			(11,652)			(100.0%)
Other (income) expense, net			(108,161)			88,436			(196,397)			(200)			(10.8%)
Acquisition and new business initiatives
related adjustments and expenses			5,104			5,001			12			91			1.8%
Asset impairment and decommission costs			8,512			4,903			80			3,529			72.0%
Interest income			(2,502)			(632)			(75)			(1,795)			284.0%
Interest expense (1)			98,659			106,790			—			(8,131)			(7.6%)
Depreciation, accretion, and amortization			174,323			183,881			839			(10,397)			(5.7%)
Provision (benefit) for income taxes (2)			41,711			(20,702)			69,026			(6,613)			(76.5%)
Adjusted EBITDA		$	423,751		$	390,071		$	1,726		$	31,954			8.2%

(1)Total interest expense includes interest expense, non-cash interest expense, and amortization of deferred financing fees.

(2)Provision (benefit) for taxes includes $1,234 and $220 of franchise taxes for the three months ended March 31, 2022 and 2021, respectively, reflected in selling, general, and administrative expenses on the Consolidated Statements of Operations.

Adjusted EBITDA increased $33.7 million for the three months ended March 31, 2022, as compared to the prior year period. On a constant currency basis, Adjusted EBITDA increased $32.0 million. These changes were primarily due to an increase in segment operating profit, partially offset by an increase in cash selling, general, and administrative expenses.

LIQUIDITY AND CAPITAL RESOURCES

SBA Communications Corporation (“SBAC”) is a holding company with no business operations of its own. SBAC’s only significant asset is 100% of the outstanding capital stock of SBA Telecommunications, LLC (“Telecommunications”), which is also a holding company that owns equity interests in entities that directly or indirectly own all of our domestic and international towers and assets. We conduct all of our business operations through Telecommunications’ subsidiaries. Accordingly, our only source of cash to pay our obligations, other than financings, is distributions with respect to our ownership interest in our subsidiaries from the net earnings and cash flow generated by these subsidiaries.

‎

A summary of our cash flows is as follows:

		For the three months ended March 31,
		2022			2021
		(in thousands)
Cash provided by operating activities		$	292,482		$	285,498
Cash used in investing activities			(255,881)			(1,076,584)
Cash (used in) provided by financing activities			(151,750)			701,343
Change in cash, cash equivalents, and restricted cash			(115,149)			(89,743)
Effect of exchange rate changes on cash, cash equiv., and restricted cash			15,961			(10,880)
Cash, cash equivalents, and restricted cash, beginning of period			435,626			342,808
Cash, cash equivalents, and restricted cash, end of period		$	336,438		$	242,185

Operating Activities

Cash provided by operating activities was $292.5 million for the three months ended March 31, 2022 as compared to $285.5 million for the three months ended March 31, 2021. The increase was primarily due to an increase in operating profit, partially offset by an increase in cash outflows associated with working capital changes.

Investing Activities

A detail of our cash capital expenditures is as follows:

		For the three months ended March 31,
		2022			2021
		(in thousands)
Acquisitions of towers and related intangible assets (1)		$	(207,863)		$	(101,630)
Acquisition of right-of-use assets (2)			—			(945,915)
Land buyouts and other assets (3)			(7,318)			(5,131)
Construction and related costs			(16,477)			(8,823)
Augmentation and tower upgrades			(9,274)			(7,560)
Tower maintenance			(9,327)			(7,313)
General corporate			(2,930)			(840)
Other investing activities			(2,692)			628
Net cash used in investing activities		$	(255,881)		$	(1,076,584)

(1)During the three months ended March 31, 2022, we closed on 1,445 sites under the previously announced deal with Airtel Tanzania for $176.1 million. Legal title was fully transferred at closing for 963 of the towers. The remaining 482 towers are pending post-closing site level documentation and due diligence and were initially accounted for as acquired and other right-of-use assets, net on the consolidated balance sheet until transfer of title for these towers is completed, which we anticipate to be in tranches through the end of the second quarter of 2023. Upon legal transfer, these assets will be reclassified to tower related assets. During this period of time, we have all the economic rights and obligations related to these towers.

(2)During the three months ended March 31, 2021, we acquired the exclusive right to lease and operate 697 utility transmission structures, which included existing wireless tenant licenses from PG&E for $954.0 million. The difference between the purchase price and the cash acquisition amount is due to working capital adjustments.

(3)Excludes $3.8 million and $2.8 million spent to extend ground lease terms for the three months ended March 31, 2022 and 2021, respectively.

Subsequent to March 31, 2022, we purchased, or are under contract to purchase, 358 communication sites and one data center for an aggregate consideration of $177.1 million in cash.

For 2022, we expect to incur non-discretionary cash capital expenditures associated with tower maintenance and general corporate expenditures of $47.0 million to $57.0 million and discretionary cash capital expenditures, based on current or potential acquisition obligations, planned new tower construction, forecasted tower augmentations, and forecasted ground lease purchases, of $615.0 million to $635.0 million. We expect to fund these cash capital expenditures from, among other sources, cash on hand, cash flow from operations, and borrowings under the Revolving Credit Facility or new financings. The exact amount of our future cash

capital expenditures will depend on a number of factors, including amounts necessary to support our tower portfolio, our new tower build and acquisition programs, and our ground lease purchase program.

Financing Activities

A detail of our financing activities is as follows:

		For the three months ended March 31,
		2022			2021
		(in thousands)
Net borrowings under Revolving Credit Facility (1)		$	330,000		$	210,000
Proceeds from issuance of Senior Notes, net of fees (1)			—			1,485,670
Repayment of Senior Notes (1)			—			(757,500)
Repurchase and retirement of common stock (2)			(431,667)			(168,923)
Payment of dividends on common stock			(76,873)			(63,412)
Proceeds from employee stock purchase/stock option plans, net of taxes			1,608			2,015
Other financing activities			25,182			(6,507)
Net cash (used in) provided by financing activities		$	(151,750)		$	701,343

(1)For additional information regarding our debt instruments and financings, refer to “Debt Instruments and Debt Service Requirements” below.

(2)For additional information, refer to Item 2. Issuer Purchases of Equity Securities.

Dividends

For the three months ended March 31, 2022, we paid the following cash dividends:

		Payable to Shareholders
		of Record at the Close		Cash Paid		Aggregate Amount
Date Declared		of Business on		Per Share		Paid		Date Paid
February 27, 2022		March 10, 2022		$0.71		$76.9 million		March 25, 2022

Dividends paid in 2022 were ordinary taxable dividends.

Subsequent to March 31, 2022, we declared the following cash dividends:

		Payable to Shareholders		Cash to
		of Record at the Close		be Paid
Date Declared		of Business on		Per Share		Date to be Paid
April 24, 2022		May 19, 2022		$0.71		June 14, 2022

The amount of future distributions will be determined, from time to time, by our Board of Directors to balance our goal of increasing long-term shareholder value and retaining sufficient cash to implement our current capital allocation policy, which prioritizes investment in quality assets that meet our return criteria, and then stock repurchases when we believe our stock price is below its intrinsic value. The actual amount, timing, and frequency of future dividends will be at the sole discretion of our Board of Directors and will be declared based upon various factors, many of which are beyond our control.

Registration Statements

We have on file with the Securities and Exchange Commission (the “Commission”) a shelf registration statement on Form S-4 registering shares of Class A common stock that we may issue in connection with the acquisition of wireless communication towers or antenna sites and related assets or companies who own wireless communication towers, antenna sites, or related assets. During the three months ended March 31, 2022, we did not issue any shares of Class A common stock under this registration statement. As of March 31, 2022, we had approximately 1.2 million shares of Class A common stock remaining under this registration statement.

We have on file with the Commission an automatic shelf registration statement for well-known seasoned issuers on Form S-3ASR, which enables us to issue shares of our Class A common stock, preferred stock, debt securities, warrants, or depositary shares

as well as units that include any of these securities. We will file a prospectus supplement containing the amount and type of securities each time we issue securities under our automatic shelf registration statement on Form S-3ASR. No securities were issued under this registration statement through the date of this filing.

Debt Instruments and Debt Service Requirements

Revolving Credit Facility under the Senior Credit Agreement

The Revolving Credit Facility consists of a revolving loan under which up to $1.5 billion aggregate principal amount may be borrowed, repaid and redrawn, based upon specific financial ratios and subject to the satisfaction of other customary conditions to borrowing. Amounts borrowed under the Revolving Credit Facility accrue interest, at SBA Senior Finance II’s election, at either (1) the Eurodollar Rate plus a margin that ranges from 112.5 basis points to 150.0 basis points or (2) the Base Rate plus a margin that ranges from 12.5 basis points to 50.0 basis points, in each case based on the ratio of Consolidated Net Debt to Annualized Borrower EBITDA, calculated in accordance with the Senior Credit Agreement. In addition, SBA Senior Finance II LLC, our wholly owned subsidiary (“SBA Senior Finance II”) is required to pay a commitment fee of between 0.15% and 0.25% per annum on the amount of unused commitment. If not earlier terminated by SBA Senior Finance II, the Revolving Credit Facility will terminate on, and SBA Senior Finance II will repay all amounts outstanding on or before, July 7, 2026. Furthermore, the Revolving Credit Facility provides mechanics relating to a transition away from LIBOR as a benchmark interest rate and the replacement of LIBOR by an alternative benchmark rate and incorporates sustainability-linked targets which will adjust the Facility’s applicable interest and commitment fee rates upward or downward based on how the Company performs against those targets. Borrowings under the Revolving Credit Facility may be used for general corporate purposes. SBA Senior Finance II may, from time to time, borrow from and repay the Revolving Credit Facility. Consequently, the amount outstanding under the Revolving Credit Facility at the end of the period may not be reflective of the total amounts outstanding during such period. Subsequent to March 31, 2022, the Company received a 0.05% reduction in the applicable spread and a 0.01% reduction in the commitment fee as a result of meeting certain sustainability-linked targets as of December 31, 2021.

During the three months ended March 31, 2022, we borrowed $330.0 million of the outstanding balance under the Revolving Credit Facility. As of March 31, 2022, there was $680.0 million outstanding under the Revolving Credit Facility accruing interest at 1.619%. In addition, SBA Senior Finance II was required to pay a commitment fee of 0.15% per annum on the amount of the unused commitment. As of March 31, 2022, SBA Senior Finance II was in compliance with the financial covenants contained in the Senior Credit Agreement.

Subsequent to March 31, 2022, we repaid an additional $110.0 million under the Revolving Credit Facility, and as of the date of this filing, $570.0 million was outstanding.

Term Loan under the Senior Credit Agreement

2018 Term Loan

On April 11, 2018, we, through our wholly owned subsidiary, SBA Senior Finance II, obtained a term loan (the “2018 Term Loan”) under the amended and restated Senior Credit Agreement. The 2018 Term Loan consists of a senior secured term loan with an initial aggregate principal amount of $2.4 billion that matures on April 11, 2025. The 2018 Term Loan accrues interest, at SBA Senior Finance II’s election at either the Base Rate plus 75 basis points (with a zero Base Rate floor) or the Eurodollar Rate plus 175 basis points (with a zero Eurodollar Rate floor). The 2018 Term Loan was issued at 99.75% of par value. As of March 31, 2022, the 2018 Term Loan was accruing interest at 2.210% per annum.

On August 4, 2020, we, through our wholly owned subsidiary, SBA Senior Finance II, entered into an interest rate swap for $1.95 billion of notional value accruing interest at one month LIBOR plus 175 basis points for a fixed rate of 1.874% per annum through the maturity date of the 2018 Term Loan.

During the three months ended March 31, 2022, we repaid an aggregate of $6.0 million of principal on the 2018 Term Loan. As of March 31, 2022, the 2018 Term Loan had a principal balance of $2.3 billion.

Secured Tower Revenue Securities

Tower Revenue Securities Terms

As of March 31, 2022, we, through the Trust, had issued and outstanding an aggregate of $6.7 billion of Secured Tower Revenue Securities (“Tower Securities”). The sole asset of the Trust consists of a non-recourse mortgage loan made in favor of certain of our subsidiaries that are borrowers on the mortgage loan (the “Borrowers”) under which there is a loan tranche for each Tower Security outstanding with the same interest rate and maturity date as the corresponding Tower Security. The mortgage loan will be paid from the operating cash flows from the aggregate 9,903 tower sites owned by the Borrowers as of March 31, 2022. The mortgage loan is secured by (1) mortgages, deeds of trust, and deeds to secure debt on a substantial portion of the tower sites, (2) a security interest in the tower sites and substantially all of the Borrowers’ personal property and fixtures, (3) the Borrowers’ rights under certain tenant leases, and (4) all of the proceeds of the foregoing. For each calendar month, SBA Network Management, Inc., an indirect subsidiary (“Network Management”), is entitled to receive a management fee equal to 4.5% of the Borrowers’ operating revenues for the immediately preceding calendar month.

The table below sets forth the material terms of our outstanding Tower Securities as of the date of this filing:

Security		Issue Date			Amount Outstanding			Interest Rate			Anticipated Repayment Date			Final Maturity Date
2014-2C Tower Securities		Oct. 15, 2014			$620.0 million			3.869%			Oct. 8, 2024			Oct. 8, 2049
2018-1C Tower Securities		Mar. 9, 2018			$640.0 million			3.448%			Mar. 9, 2023			Mar. 9, 2048
2019-1C Tower Securities		Sep. 13, 2019			$1.165 billion			2.836%			Jan. 12, 2025			Jan. 12, 2050
2020-1C Tower Securities		Jul. 14, 2020			$750.0 million			1.884%			Jan. 9, 2026			Jul. 11, 2050
2020-2C Tower Securities		Jul. 14, 2020			$600.0 million			2.328%			Jan. 11, 2028			Jul. 9, 2052
2021-1C Tower Securities		May 14, 2021			$1.165 billion			1.631%			Nov. 9, 2026			May 9, 2051
2021-2C Tower Securities		Oct. 27, 2021			$895.0 million			1.840%			Apr. 9, 2027			Oct. 10, 2051
2021-3C Tower Securities		Oct. 27, 2021			$895.0 million			2.593%			Oct. 9, 2031			Oct. 10, 2056

Risk Retention Tower Securities

In addition, to satisfy certain risk retention requirements of Regulation RR promulgated under the Exchange Act, SBA Guarantor, LLC, a wholly owned subsidiary, purchased (1) $33.7 million of Secured Tower Revenue Securities Series 2018-1R (the “2018-1R Tower Securities”) issued by the Trust with a fixed interest rate of 4.949% per annum, payable monthly, and with the same anticipated repayment date and final maturity date as the 2018-1C Tower Securities, (2) $61.4 million of Secured Tower Revenue Securities Series 2019-1R (the “2019-1R Tower Securities”) issued by the Trust with a fixed interest rate of 4.213% per annum, payable monthly, and with the same anticipated repayment date and final maturity date as the 2019-1C Tower Securities, (3) $71.1 million of Secured Tower Revenue Securities Series 2020-2R (the “2020-2R Tower Securities”) issued by the Trust with a fixed interest rate of 4.336% per annum, payable monthly, and with the same anticipated repayment date and final maturity date as the 2020-2C Tower Securities, (4) $61.4 million of Secured Tower Revenue Securities Series 2021-1R (the “2021-1R Tower Securities”) issued by the Trust with a fixed interest rate of 3.625% per annum, payable monthly, and with the same anticipated repayment date and final maturity date as the 2021-1C Tower Securities, and (5) $94.3 million of Secured Tower Revenue Securities Series 2021-3R (the “2021-3R Tower Securities”) issued by the Trust with a fixed interest rate of 4.090% per annum, payable monthly, and with the same anticipated repayment date and final maturity date as the 2021-3C Tower Securities. Principal and interest payments made on the 2018-1R Tower Securities, 2019-1R Tower Securities, 2020-2R Tower Securities, 2021-1R Tower Securities, and 2021-3R Tower Securities eliminate in consolidation.

As of March 31, 2022, the Borrowers met the debt service coverage ratio required by the mortgage loan agreement and were in compliance with all other covenants as set forth in the agreement.

Senior Notes

The table below sets forth the material terms of our outstanding senior notes as of March 31, 2022:

Senior Notes		Issue Date		Amount Outstanding		Interest Rate Coupon		Maturity Date		Interest Due Dates		Optional Redemption Date
2020 Senior Notes		Feb. 4, 2020		$1.5 billion		3.875%		Feb. 15, 2027		Feb. 15 & Aug. 15		Feb. 15, 2023
2021 Senior Notes		Jan. 29, 2021		$1.5 billion		3.125%		Feb. 1, 2029		Feb. 1 & Aug. 1		Feb. 1, 2024

Each of our senior notes is subject to redemption, at our option, in whole or in part on or after the date set forth above. We may redeem each of the senior notes during the time periods and at the redemption prices set forth in the indentures.

Debt Service

As of March 31, 2022, we believe that our cash on hand, capacity available under our Revolving Credit Facility, and cash flows from operations for the next twelve months will be sufficient to service our outstanding debt during the next twelve months.

The following table illustrates our estimate of our debt service requirement over the next twelve months based on the amounts outstanding as of March 31, 2022 and the interest rates accruing on those amounts on such date (in thousands):

Revolving Credit Facility (1)		$	12,237
2018 Term Loan (2)			68,497
2014-2C Tower Securities			24,185
2018-1C Tower Securities			662,270
2019-1C Tower Securities			33,409
2020-1C Tower Securities			14,368
2020-2C Tower Securities			14,159
2021-1C Tower Securities			19,371
2021-2C Tower Securities			16,752
2021-3C Tower Securities			23,491
2020 Senior Notes			58,125
2021 Senior Notes			46,875
Total debt service for the next 12 months		$	993,739

(1)As of March 31, 2022, $680.0 million was outstanding under the Revolving Credit Facility. Subsequent to March 31, 2022, we repaid an additional $110.0 million under the Revolving Credit Facility, and as of the date of this filing, $570.0 million was outstanding.

(2)Total debt service on the 2018 Term Loan includes the impact of the interest rate swap entered into on August 4, 2020, which swapped $1.95 billion of notional value accruing interest at one month LIBOR plus 175 basis points for a fixed rate of 1.874% per annum through the maturity date of the 2018 Term Loan.

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 March 31, 2022:

		2022			2023			2024			2025			2026			Thereafter			Total			Fair Value
		(in thousands)
Revolving Credit Facility		$	—		$	—		$	—		$	—		$	680,000		$	—		$	680,000		$	680,000
2018 Term Loan			18,000			24,000			24,000			2,244,000			—			—			2,310,000			2,275,350
2014-2C Tower Securities (1)			—			—			620,000			—			—			—			620,000			622,065
2018-1C Tower Securities (1)			—			640,000			—			—			—			—			640,000			640,960
2019-1C Tower Securities (1)			—			—			—			1,165,000			—			—			1,165,000			1,137,529
2020-1C Tower Securities (1)			—			—			—			—			750,000			—			750,000			715,215
2020-2C Tower Securities (1)			—			—			—			—			—			600,000			600,000			575,178
2021-1C Tower Securities (1)			—			—			—			—			1,165,000			—			1,165,000			1,087,283
2021-2C Tower Securities (1)			—			—			—			—			—			895,000			895,000			835,053
2021-3C Tower Securities (1)			—			—			—			—			—			895,000			895,000			841,944
2020 Senior Notes			—			—			—			—			—			1,500,000			1,500,000			1,462,320
2021 Senior Notes			—			—			—			—			—			1,500,000			1,500,000			1,358,955
Total debt obligation		$	18,000		$	664,000		$	644,000		$	3,409,000		$	2,595,000		$	5,390,000		$	12,720,000		$	12,231,852

(1)For information on the anticipated repayment date and final maturity date for each tower security, refer to “Debt Instruments and Debt Service Requirements” above.

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 the variable portion of our 2018 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, including interest rate swaps. On August 4, 2020, we, through our wholly owned subsidiary, SBA Senior Finance II, entered into an interest rate swap for $1.95 billion of notional value accruing interest at one month LIBOR plus 175 basis points for a fixed rate of 1.874% per annum through the maturity date of the 2018 Term Loan. 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. The IBA ceased the publication of USD LIBOR for the 1 week and 2 month tenors on December 31, 2021 and will cease all other tenors on June 30, 2023. The discontinuation of LIBOR during 2023 and the replacement with an alternative reference rate may adversely impact interest rates and our interest expense could increase. On July 7, 2021, we amended our Revolving Credit Facility to provide mechanics relating to a transition away from LIBOR as a benchmark interest rate and the replacement of LIBOR by an alternative benchmark rate.

We are exposed to market risk from changes in foreign currency exchange rates in connection with our operations in Brazil, Canada, Chile, Peru, Argentina, Colombia, South Africa, the Philippines, Tanzania, 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, Chile, South Africa, and the Philippines, we receive significantly all of our revenue and pay significantly all of our operating expenses in local currency. In Colombia, Argentina, Peru, and Tanzania, we receive our revenue and pay our operating expenses in a mix of local currency and U.S. dollars. 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 three months ended March 31, 2022, approximately 16.2% of our revenues and approximately 20.4% 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 March 31, 2022. As of March 31, 2022, the analysis indicated that such an adverse movement would have caused our revenues and operating income to decline by approximately 1.0% and 0.6%, respectively, for the three months ended March 31, 2022.

As of March 31, 2022, 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 March 31, 2022 would have resulted in approximately $75.4 million of unrealized gains or losses that would have been included in Other income (expense), net in our Consolidated Statements of Operations for the three months ended March 31, 2022.

Special Note Regarding Forward-Looking Statements

This quarterly report contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Exchange Act. 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 quarterly 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, the future capital investments of our customers (including with respect to the roll-out of 5G), future spectrum auctions, the trends developing in our industry, and competitive factors;

our ability to capture and capitalize on industry growth and the impact of such growth on our financial and operational results;

our expectations regarding consolidation of wireless service providers and the impact of such consolidation on our financial and operational results;

our intent to grow our tower portfolio domestically and internationally and expand through acquisitions, new builds, and organic lease up on existing towers;

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;

our expectation regarding site leasing revenue growth, on an organic basis, in our domestic and international segments, and the drivers of such growth;

our focus on our site leasing business and belief that our site leasing business is characterized by stable and long-term recurring revenues, reduced exposure to changes in customer spending, predictable operating costs, and minimal non-discretionary capital expenditures;

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 expectations regarding churn rates, including with respect to legacy Sprint leases and Oi leases;

our belief that DISH Wireless will become a nationwide carrier, and its expectations regarding the capital expenditures necessary to deploy its network;

our expectations regarding timing for closing of pending acquisitions;

our election to be subject to tax as a REIT and our intent to continue to operate 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 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, including future allocation decisions among portfolio growth, stock repurchases and dividends, the impact of our election to be taxed as a REIT on that strategy, and our goal of increasing our Adjusted Funds From Operations per share;

our expectations regarding dividends and our ability to grow our dividend in the future and the drivers of such growth;

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

our expectations regarding the timing for closing of refinancing transactions;

our expectations regarding our business strategies, including our strategy for securing rights to the land underlying our towers, and the impact of such strategies on our financial and operational results;

our intended use of our liquidity;

our intent to maintain our target leverage levels, including in light of our dividend;

our expectations regarding our debt service in 2022 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; and

our expectations and estimates regarding certain tax and accounting matters, including the impact on our financial statements.

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, including the impact of T-Mobile and Sprint;

the ability of DISH Wireless to become and compete as a nationwide carrier;

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, inflation, 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 satisfactorily complete due diligence on acquired towers, the amount and quality of due diligence that we are able to complete prior to closing of any acquisition, our ability to accurately anticipate the future performance of the acquired towers, our ability to receive required regulatory approval, the ability and willingness of each party to fulfill their respective closing conditions and their contractual obligations, and, once acquired, 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;

the health of the South African and Tanzanian economies and wireless communications market, and the willingness of carriers to invest in their networks in that market;

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 while achieving our expected portfolio growth levels;

our capital allocation decisions and the impact on our ability to achieve our expected tower portfolio growth levels;

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;

the impact of rising interest rates on our results of operations and our ability to refinance our existing indebtedness at commercially reasonable rates or at all;

the extent and duration of the impact of the COVID-19 pandemic on the global economy, on our business and results of operations, and on foreign currency exchange rates;

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

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

a decrease in demand for our towers;

the introduction of new technologies or changes in a tenant’s business model that may make our tower leasing business less desirable to existing or 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.

Disclosure Controls and Procedures

In order to ensure that the information we must disclose in our filings with the Commission is recorded, processed, summarized and reported on a timely basis, we have formalized our disclosure controls and procedures. Our principal executive officer and principal financial officer have reviewed and evaluated the effectiveness of our disclosure controls and procedures, as defined in Exchange Act Rule 13a-15(e) as of March 31, 2022. Based on such evaluation, such officers have concluded that, as of March 31, 2022, our disclosure controls and procedures were effective.

‎

PART II – OTHER INFORMATION

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Issuer Purchases of Equity Securities

The following table presents information related to our repurchases of Class A common stock during the first quarter of 2022:

		Total					Total Number of Shares		Approximate Dollar Value
		Number		Average			Purchased as Part of		of Shares that May Yet Be
		of Shares		Price Paid			Publicly Announced		Purchased Under the
Period		Purchased		Per Share			Plans or Programs (1)		Plans or Programs
1/1/2022 - 1/31/2022		953,846		$	335.48		953,846		$	616,370,815
2/1/2022 - 2/28/2022		92,799		$	323.30		92,799		$	586,368,504
3/1/2021 - 3/31/2021		253,468		$	322.10		253,468		$	504,726,849
Total		1,300,113		$	332.00		1,300,113		$	504,726,849

(1)Our Board of Directors authorizes us to purchase, from time to time, outstanding Class A common stock through open market repurchases in compliance with Rule 10b-18 under the Exchange Act, and/or in privately negotiated transactions at management’s discretion based on market and business conditions, applicable legal requirements, and other factors. Once authorized, the repurchase plan has no time deadline and will continue until otherwise modified or terminated by our Board of Directors at any time in its sole discretion. As of the date of this filing, we had $504.7 million remaining under the current authorized share repurchase plan.

Exhibit No.	Description of Exhibits
31.1	Certification by Jeffrey A. Stoops, Chief Executive Officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2	Certification by Brendan T. Cavanagh, Chief Financial Officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1	Certification by Jeffrey A. Stoops, Chief Executive Officer, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2	Certification by Brendan T. Cavanagh, Chief Financial Officer, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS	XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH	XBRL Taxonomy Extension Schema Document.
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document.
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document.
101.LAB	XBRL Taxonomy Extension Label Linkbase Document.
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document.
104	Cover Page Interactive File (formatted in Inline XBRL and contained in Exhibit 101).

‎

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	SBA COMMUNICATIONS CORPORATION
April 29, 2022	/s/ Jeffrey A. Stoops
	Jeffrey A. Stoops
	Chief Executive Officer
	(Duly Authorized Officer)
April 29, 2022	/s/ Brendan T. Cavanagh
	Brendan T. Cavanagh
	Chief Financial Officer
	(Principal Financial Officer)