Item 1. FINANCIAL STATEMENTS
93K characters. Original on sec.gov · Markdown
Item 1. FINANCIAL STATEMENTS
SBA COMMUNICATIONS CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS (in thousands, except par values)
| June 30, | December 31, | |||||
| 2026 | 2025 | |||||
| ASSETS | (unaudited) | |||||
| Current assets: | ||||||
| Cash and cash equivalents | $ | 327,051 | $ | 264,568 | ||
| Restricted cash | 29,007 | 167,804 | ||||
| Accounts receivable, net | 175,976 | 171,256 | ||||
| Costs and estimated earnings in excess of billings on uncompleted contracts | 24,577 | 28,152 | ||||
| Prepaid expenses and other current assets | 188,161 | 141,651 | ||||
| Total current assets | 744,772 | 773,431 | ||||
| Property and equipment, net | 3,452,615 | 3,401,799 | ||||
| Intangible assets, net | 2,867,780 | 2,882,117 | ||||
| Operating lease right-of-use assets, net | 2,695,380 | 2,540,229 | ||||
| Acquired and other right-of-use assets, net | 1,328,891 | 1,325,443 | ||||
| Other assets | 652,882 | 651,993 | ||||
| Total assets | $ | 11,742,320 | $ | 11,575,012 | ||
| LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS, | ||||||
| AND SHAREHOLDERS' DEFICIT | ||||||
| Current liabilities: | ||||||
| Accounts payable | $ | 70,062 | $ | 73,034 | ||
| Accrued expenses | 89,003 | 93,502 | ||||
| Current maturities of long-term debt | 3,578,556 | 1,935,802 | ||||
| Deferred revenue | 156,812 | 117,309 | ||||
| Accrued interest | 66,342 | 65,036 | ||||
| Current lease liabilities | 306,792 | 299,604 | ||||
| Other current liabilities | 69,078 | 94,014 | ||||
| Total current liabilities | 4,336,645 | 2,678,301 | ||||
| Long-term liabilities: | ||||||
| Long-term debt, net | 9,150,666 | 10,964,466 | ||||
| Long-term lease liabilities | 2,173,052 | 2,119,258 | ||||
| Other long-term liabilities | 626,609 | 588,244 | ||||
| Total long-term liabilities | 11,950,327 | 13,671,968 | ||||
| Redeemable noncontrolling interests | 85,202 | 78,262 | ||||
| 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, 106,088 shares and | ||||||
| 105,666 shares issued and outstanding at June 30, 2026 and December 31, 2025, | ||||||
| respectively | 1,061 | 1,057 | ||||
| Additional paid-in capital | 3,112,691 | 3,059,427 | ||||
| Accumulated deficit | (7,135,584) | (7,249,905) | ||||
| Accumulated other comprehensive loss, net | (608,022) | (664,098) | ||||
| Total shareholders' deficit | (4,629,854) | (4,853,519) | ||||
| Total liabilities, redeemable noncontrolling interests, and shareholders' deficit | $ | 11,742,320 | $ | 11,575,012 |
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 | For the six months | |||||||||||
| ended June 30, | ended June 30, | |||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||
| Revenues: | ||||||||||||
| Site leasing | $ | 663,885 | $ | 631,788 | $ | 1,320,034 | $ | 1,247,997 | ||||
| Site development | 51,389 | 67,193 | 98,678 | 115,232 | ||||||||
| Total revenues | 715,274 | 698,981 | 1,418,712 | 1,363,229 | ||||||||
| Operating expenses: | ||||||||||||
| Cost of revenues (exclusive of depreciation, accretion, | ||||||||||||
| and amortization shown below): | ||||||||||||
| Cost of site leasing | 134,076 | 118,571 | 265,987 | 234,049 | ||||||||
| Cost of site development | 41,926 | 53,525 | 81,350 | 91,714 | ||||||||
| Selling, general, and administrative expenses (1) | 77,548 | 71,022 | 148,096 | 137,241 | ||||||||
| Acquisition and new business initiatives related | ||||||||||||
| adjustments and expenses | 5,926 | 5,887 | 14,016 | 13,266 | ||||||||
| Asset impairment and decommission costs | 22,566 | 45,231 | 51,867 | 82,257 | ||||||||
| Depreciation, accretion, and amortization | 81,371 | 69,964 | 162,686 | 135,012 | ||||||||
| Total operating expenses | 363,413 | 364,200 | 724,002 | 693,539 | ||||||||
| Operating income | 351,861 | 334,781 | 694,710 | 669,690 | ||||||||
| Other income (expense): | ||||||||||||
| Interest income | 5,631 | 8,155 | 10,838 | 18,935 | ||||||||
| Interest expense | (127,754) | (119,658) | (256,282) | (223,805) | ||||||||
| Non-cash interest expense | (2,486) | (1,233) | (3,259) | (9,581) | ||||||||
| Amortization of deferred financing fees | (5,269) | (5,415) | (10,528) | (10,849) | ||||||||
| Other income, net | 10,482 | 44,123 | 33,004 | 76,286 | ||||||||
| Total other expense, net | (119,396) | (74,028) | (226,227) | (149,014) | ||||||||
| Income before income taxes | 232,465 | 260,753 | 468,483 | 520,676 | ||||||||
| Provision for income taxes | (35,995) | (35,059) | (87,107) | (77,078) | ||||||||
| Net income | 196,470 | 225,694 | 381,376 | 443,598 | ||||||||
| Net loss attributable to noncontrolling interests | 2,307 | 100 | 2,235 | 2,927 | ||||||||
| Net income attributable to SBA Communications | ||||||||||||
| Corporation | $ | 198,777 | $ | 225,794 | $ | 383,611 | $ | 446,525 | ||||
| Net income per common share attributable to SBA | ||||||||||||
| Communications Corporation: | ||||||||||||
| Basic | $ | 1.87 | $ | 2.10 | $ | 3.62 | $ | 4.15 | ||||
| Diluted | $ | 1.87 | $ | 2.09 | $ | 3.61 | $ | 4.14 | ||||
| Weighted-average number of common shares | ||||||||||||
| Basic | 106,073 | 107,531 | 105,945 | 107,637 | ||||||||
| Diluted | 106,264 | 107,797 | 106,188 | 107,968 |
(1)Includes non-cash compensation of $26,051 and $20,839 for the three months ended June 30, 2026 and 2025, respectively, and $44,337 and $35,914 for the six months ended June 30, 2026 and 2025, respectively.
The accompanying condensed notes are an integral part of these consolidated financial statements.
SBA COMMUNICATIONS CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(unaudited) (in thousands)
| For the three months | For the six months | |||||||||||
| ended June 30, | ended June 30, | |||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||
| Net income | $ | 196,470 | $ | 225,694 | $ | 381,376 | $ | 443,598 | ||||
| Adjustments related to interest rate swaps | 12,331 | (11,594) | 23,438 | (46,454) | ||||||||
| Foreign currency translation adjustments | 16,379 | 36,577 | 31,921 | 94,168 | ||||||||
| Comprehensive income | 225,180 | 250,677 | 436,735 | 491,312 | ||||||||
| Comprehensive loss attributable to noncontrolling interests | 2,308 | 186 | 2,952 | 3,945 | ||||||||
| Comprehensive income attributable to SBA | ||||||||||||
| Communications Corporation | $ | 227,488 | $ | 250,863 | $ | 439,687 | $ | 495,257 |
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, Net | Deficit | ||||||||||||
| BALANCE, March 31, 2026 | 106,063 | $ | 1,061 | $ | 3,084,883 | $ | (7,200,856) | $ | (636,733) | $ | (4,751,645) | ||||||
| Net income attributable to SBA | |||||||||||||||||
| Communications Corporation | — | — | — | 198,777 | — | 198,777 | |||||||||||
| Common stock issued in connection with equity | |||||||||||||||||
| awards and stock purchase plans, offset | |||||||||||||||||
| by the impact of net share settlements | 25 | — | 2,502 | — | — | 2,502 | |||||||||||
| Non-cash stock compensation | — | — | 27,072 | — | — | 27,072 | |||||||||||
| Adjustments related to interest rate swaps | — | — | — | — | 12,331 | 12,331 | |||||||||||
| Foreign currency translation adjustments | |||||||||||||||||
| attributable to SBA Communications | |||||||||||||||||
| Corporation | — | — | — | — | 16,380 | 16,380 | |||||||||||
| Dividends and dividend equivalents | |||||||||||||||||
| on common stock | — | — | — | (133,505) | — | (133,505) | |||||||||||
| Adjustment to redemption amount related to | |||||||||||||||||
| noncontrolling interests | — | — | (1,766) | — | — | (1,766) | |||||||||||
| BALANCE, June 30, 2026 | 106,088 | $ | 1,061 | $ | 3,112,691 | $ | (7,135,584) | $ | (608,022) | $ | (4,629,854) | ||||||
| Accumulated | |||||||||||||||||
| Class A | Additional | Other | Total | ||||||||||||||
| Common Stock | Paid-In | Accumulated | Comprehensive | Shareholders' | |||||||||||||
| Shares | Amount | Capital | Deficit | Loss, Net | Deficit | ||||||||||||
| BALANCE, December 31, 2025 | 105,666 | 1,057 | 3,059,427 | (7,249,905) | (664,098) | (4,853,519) | |||||||||||
| Net income attributable to SBA | |||||||||||||||||
| Communications Corporation | — | — | — | 383,611 | — | 383,611 | |||||||||||
| Common stock issued in connection with equity | |||||||||||||||||
| awards and stock purchase plans, offset | |||||||||||||||||
| by the impact of net share settlements | 434 | 4 | 16,900 | — | — | 16,904 | |||||||||||
| Non-cash stock compensation | — | — | 46,256 | — | — | 46,256 | |||||||||||
| Adjustments related to interest rate swaps | — | — | — | — | 23,438 | 23,438 | |||||||||||
| Repurchase and retirement of common stock | (12) | — | — | (2,245) | — | (2,245) | |||||||||||
| Foreign currency translation adjustments | |||||||||||||||||
| attributable to SBA Communications | |||||||||||||||||
| Corporation | — | — | — | — | 32,638 | 32,638 | |||||||||||
| Dividends and dividend equivalents | |||||||||||||||||
| on common stock | — | — | — | (267,045) | — | (267,045) | |||||||||||
| Adjustment to redemption amount related to | |||||||||||||||||
| noncontrolling interests | — | — | (9,892) | — | — | (9,892) | |||||||||||
| BALANCE, June 30, 2026 | 106,088 | $ | 1,061 | $ | 3,112,691 | $ | (7,135,584) | $ | (608,022) | $ | (4,629,854) |
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, Net | Deficit | ||||||||||||
| BALANCE, March 31, 2025 | 108,028 | $ | 1,080 | $ | 2,991,050 | $ | (7,226,216) | $ | (736,617) | $ | (4,970,703) | ||||||
| Net income attributable to SBA | |||||||||||||||||
| Communications Corporation | — | — | — | 225,794 | — | 225,794 | |||||||||||
| Common stock issued in connection with equity | |||||||||||||||||
| awards and stock purchase plans, offset | |||||||||||||||||
| by the impact of net share settlements | 77 | 1 | 12,474 | — | — | 12,475 | |||||||||||
| Non-cash stock compensation | — | — | 21,899 | — | — | 21,899 | |||||||||||
| Adjustments related to interest rate swaps | — | — | — | — | (11,594) | (11,594) | |||||||||||
| Repurchase and retirement of common stock | (618) | (6) | — | (130,690) | — | (130,696) | |||||||||||
| Foreign currency translation adjustments | |||||||||||||||||
| attributable to SBA Communications | |||||||||||||||||
| Corporation | — | — | — | — | 36,663 | 36,663 | |||||||||||
| Dividends and dividend equivalents | |||||||||||||||||
| on common stock | — | — | — | (119,994) | — | (119,994) | |||||||||||
| Adjustment to redemption amount related to | |||||||||||||||||
| noncontrolling interests | — | — | (2,739) | — | — | (2,739) | |||||||||||
| BALANCE, June 30, 2025 | 107,487 | $ | 1,075 | $ | 3,022,684 | $ | (7,251,106) | $ | (711,548) | $ | (4,938,895) |
| Accumulated | |||||||||||||||||
| Class A | Additional | Other | Total | ||||||||||||||
| Common Stock | Paid-In | Accumulated | Comprehensive | Shareholders' | |||||||||||||
| Shares | Amount | Capital | Deficit | Loss, Net | Deficit | ||||||||||||
| BALANCE, December 31, 2024 | 107,561 | $ | 1,076 | $ | 2,975,455 | $ | (7,326,189) | $ | (760,280) | $ | (5,109,938) | ||||||
| Net income attributable to SBA | |||||||||||||||||
| Communications Corporation | — | — | — | 446,525 | — | 446,525 | |||||||||||
| Common stock issued in connection with equity | |||||||||||||||||
| awards and stock purchase plans, offset | |||||||||||||||||
| by the impact of net share settlements | 544 | 5 | 24,184 | — | — | 24,189 | |||||||||||
| Non-cash stock compensation | — | — | 38,015 | — | — | 38,015 | |||||||||||
| Adjustments related to interest rate swaps | — | — | — | — | (46,454) | (46,454) | |||||||||||
| Repurchase and retirement of common stock | (618) | (6) | — | (130,690) | — | (130,696) | |||||||||||
| Foreign currency translation adjustments | |||||||||||||||||
| attributable to SBA Communications | |||||||||||||||||
| Corporation | — | — | — | — | 95,186 | 95,186 | |||||||||||
| Dividends and dividend equivalents | |||||||||||||||||
| on common stock | — | — | — | (240,752) | — | (240,752) | |||||||||||
| Adjustment to redemption amount related to | |||||||||||||||||
| noncontrolling interests | — | — | (14,970) | — | — | (14,970) | |||||||||||
| BALANCE, June 30, 2025 | 107,487 | $ | 1,075 | $ | 3,022,684 | $ | (7,251,106) | $ | (711,548) | $ | (4,938,895) |
The accompanying condensed notes are an integral part of these consolidated financial statements.
SBA COMMUNICATIONS CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited) (in thousands)
| For the six months ended June 30, | ||||||
| 2026 | 2025 | |||||
| CASH FLOWS FROM OPERATING ACTIVITIES: | ||||||
| Net income | $ | 381,376 | $ | 443,598 | ||
| Adjustments to reconcile net income to net cash provided by operating activities: | ||||||
| Depreciation, accretion, and amortization | 162,686 | 135,012 | ||||
| Gain on remeasurement of U.S. denominated intercompany loans | (28,044) | (99,906) | ||||
| Non-cash compensation expense | 45,734 | 37,229 | ||||
| Non-cash asset impairment and decommission costs | 48,024 | 78,720 | ||||
| Deferred and non-cash income tax provision | 36,942 | 61,867 | ||||
| Loss on sale of assets | (644) | 18,267 | ||||
| Other non-cash items reflected in the Statements of Operations | 26,901 | 34,894 | ||||
| Changes in operating assets and liabilities, net of acquisitions: | ||||||
| Accounts receivable and costs and estimated earnings in excess of | ||||||
| billings on uncompleted contracts, net | (319) | (20,726) | ||||
| Prepaid expenses and other assets | (786) | (3,566) | ||||
| Operating lease right-of-use assets, net | 75,261 | 63,453 | ||||
| Accounts payable and accrued expenses | 491 | (6,378) | ||||
| Accrued interest | 2,093 | 13,504 | ||||
| Long-term lease liabilities | (70,709) | (64,822) | ||||
| Other liabilities | (16,743) | (21,873) | ||||
| Net cash provided by operating activities | 662,263 | 669,273 | ||||
| CASH FLOWS FROM INVESTING ACTIVITIES: | ||||||
| Acquisitions | (172,284) | (652,610) | ||||
| Capital expenditures | (110,816) | (102,038) | ||||
| Purchase of investments | (1,252,128) | (434,307) | ||||
| Proceeds from sale of investments | 1,226,598 | 685,840 | ||||
| Repayment of loan from unconsolidated joint venture | — | 115,000 | ||||
| Proceeds from sale of assets | 5,048 | 40,469 | ||||
| Other investing activities | (6,910) | 4,950 | ||||
| Net cash used in investing activities | (310,492) | (342,696) | ||||
| CASH FLOWS FROM FINANCING ACTIVITIES: | ||||||
| Borrowings under Revolving Credit Facility | 1,025,000 | 80,000 | ||||
| Repayments under Revolving Credit Facility | (445,000) | — | ||||
| Repayment of Term Loans | (11,500) | (5,750) | ||||
| Repayment of Tower Securities | (750,000) | (1,165,000) | ||||
| Repurchase and retirement of common stock | (2,245) | (130,696) | ||||
| Payment of dividends on common stock | (267,846) | (241,640) | ||||
| Proceeds from employee stock purchase/stock option plans | 37,031 | 48,884 | ||||
| Payments related to taxes on stock options and restricted stock units | (20,127) | (24,695) | ||||
| Other financing activities | (1,657) | (1,516) | ||||
| Net cash used in financing activities | (436,344) | (1,440,413) | ||||
| Effect of exchange rate changes on cash, cash equivalents, and restricted cash | 8,311 | 13,702 | ||||
| NET CHANGE IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH | (76,262) | (1,100,134) | ||||
| CASH, CASH EQUIVALENTS, AND RESTRICTED CASH: | ||||||
| Beginning of period | 437,021 | 1,400,657 | ||||
| End of period | $ | 360,759 | $ | 300,523 |
The accompanying condensed notes are an integral part of these consolidated financial statements.
SBA COMMUNICATIONS CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited) (in thousands)
| For the six months ended June 30, | ||||||
| 2026 | 2025 | |||||
| SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||||||
| Cash paid during the period for: | ||||||
| Interest | $ | 255,956 | $ | 211,943 | ||
| Income taxes | $ | 66,895 | $ | 23,213 | ||
| SUPPLEMENTAL CASH FLOW INFORMATION OF NON-CASH ACTIVITIES: | ||||||
| Right-of-use assets obtained in exchange for new operating lease liabilities | $ | 19,794 | $ | 76,120 | ||
| Operating lease modifications and reassessments | $ | 94,973 | $ | 74,419 | ||
| Right-of-use assets obtained in exchange for new finance lease liabilities | $ | 1,489 | $ | 2,724 |
The accompanying condensed notes are an integral part of these consolidated financial statements.
SBA COMMUNICATIONS CORPORATION AND SUBSIDIARIES
CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
**1.**BASIS OF PRESENTATION
The accompanying consolidated financial statements should be read in conjunction with the Annual Report on Form 10-K for the fiscal year ended December 31, 2025 for SBA Communications Corporation and its subsidiaries (the “Company”). These financial statements have been prepared in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X and, therefore, omit or condense certain footnotes and other information normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States. In the opinion of the Company’s management, all adjustments (consisting of normal recurring accruals and deferrals) considered necessary for fair financial statement presentation have been made. The results of operations for an interim period may not give a true indication of the results for the full year. Certain reclassifications have been made to prior year amounts or balances to conform to the presentation adopted in the current year.
Use of Estimates
The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. The significant estimates made by management relate to the allowance for doubtful accounts, the costs and revenue relating to the Company’s construction contracts, stock-based compensation assumptions, valuation allowance related to deferred tax assets, fair value of long-lived assets, the useful lives of towers and intangible assets, anticipated property tax assessments, incremental borrowing rate for lease accounting, fair value of investments, asset retirement obligations, uncertain tax positions, and accounting for acquisitions of assets. Management develops estimates based on historical experience and on various assumptions about the future that are believed to be reasonable based on the information available. These estimates ultimately may differ from actual results and such differences could be material.
Foreign Currency Translation
All assets and liabilities of foreign subsidiaries that do not utilize the U.S. dollar as its functional currency are translated at period-end exchange rates, while revenues and expenses are translated at monthly average exchange rates during the period. Unrealized translation gains and losses are reported as foreign currency translation adjustments through Accumulated other comprehensive loss, net in the Consolidated Statements of Shareholders’ Deficit.
For foreign subsidiaries where the U.S. dollar is the functional currency, monetary assets and liabilities of such subsidiaries, which are not denominated in U.S. dollars, are remeasured at exchange rates in effect at the balance sheet date, and revenues and expenses are remeasured at monthly average rates prevailing during the year. Remeasurement gains and losses are reported as Other income, net in the Consolidated Statements of Operations.
Intercompany Loans Subject to Remeasurement
In accordance with ASC 830, Foreign Currency Matters, the Company remeasures foreign denominated intercompany loans with the corresponding change in the balance being recorded in Other income, net in the Consolidated Statements of Operations as settlement is anticipated or planned in the foreseeable future. The Company recorded a $8.0 million gain and a $30.4 million gain, net of taxes, on the remeasurement of intercompany loans for the three months ended June 30, 2026 and 2025, respectively, and an $18.1 million gain and a $66.3 million gain, net of taxes, on the remeasurement of intercompany loans for the six months ended June 30, 2026 and 2025, respectively. During the six months ended June 30, 2026, the Company made no repayments under its intercompany loan agreements. As of June 30, 2026 and December 31, 2025, the aggregate amount outstanding under the intercompany loan agreements subject to remeasurement with the Company’s foreign subsidiaries was $905.6 million and $917.3 million, respectively. Subsequent to June 30, 2026, the Company made no repayments under its intercompany loan agreements.
Accounting Standards Updates
Recently Adopted Accounting Pronouncements
In September 2025, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2025-06, Intangibles – Goodwill and Other – Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software, modernizing the accounting for costs related to internal-use software. The standard removed the development stage model and requires entities to begin capitalizing software costs when management authorizes and commits to
funding the software project and when it is probable that the project will be completed and the software will be used for its intended purposes. The standard is effective for annual reporting periods beginning after December 15, 2027, and interim reporting periods within those annual reporting periods. Early adoption is permitted. The Company has elected to adopt the standard as of January 1, 2026. The adoption of the standard did not have a material impact on the Company’s consolidated financial statements and related disclosures.
Recently Issued Accounting Pronouncements Not Yet Adopted
In November 2024, the FASB issued ASU 2024-03, Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, requiring improved expense disclosures, in the notes to the financial statements, of public business entities to provide more detailed information about certain costs and expenses. The standard is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. Early adoption is permitted. The Company is currently evaluating the effect of this standard on its consolidated financial statements and related disclosures.
**2.**FAIR VALUE MEASUREMENTS
Items Measured at Fair Value on a Recurring Basis — The Company’s asset retirement obligations are measured at fair value on a recurring basis using Level 3 inputs and are recorded in Other long-term liabilities in the Consolidated Balance Sheets. The fair value of the asset retirement obligations is calculated using a discounted cash flow model.
Refer to Note 16 for discussion of the Company’s redeemable noncontrolling interests.
Items Measured at Fair Value on a Nonrecurring Basis — The Company estimates the fair value of assets subject to impairment using a discounted cash flow (“DCF”) (Level 3 input) analysis. Determining fair value requires the exercise of significant judgments, including the amount and timing of expected future cash flows, long-term growth rates, discount rates and relevant comparable earnings and trading multiples. The cash flows employed in the DCF analysis are based on estimates of future revenues, earnings, and cash flows after considering factors such as tower location demographics, timing of additions of new tenants, lease rates, rate and term of renewal, attrition, ongoing cash requirements, and market multiples. Each of the assumptions are applied based on the specific facts and circumstances of the identified assets at the lowest level of identifiable cash flows. The DCF analysis used an average discount rate ranging from 6.9% - 8.0%.
Asset impairment and decommission costs for all periods presented and the related impaired assets primarily relate to the Company’s site leasing operating segment. The following summarizes the activity of asset impairment and decommission costs:
| For the three months | For the six months | |||||||||||
| ended June 30, | ended June 30, | |||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||
| (in thousands) | ||||||||||||
| Asset impairment (1) | $ | 13,009 | $ | 40,575 | $ | 35,436 | $ | 71,041 | ||||
| Write-off of carrying value of decommissioned towers | 8,251 | 3,358 | 11,739 | 5,919 | ||||||||
| Other (including tower and equipment decommission costs) | 1,306 | 1,298 | 4,692 | 5,297 | ||||||||
| Total asset impairment and decommission costs | $ | 22,566 | $ | 45,231 | $ | 51,867 | $ | 82,257 |
(1)Represents impairment charges resulting from the Company’s regular analysis of whether the anticipated future cash flows from certain towers are sufficient to recover the carrying value of the investment in those towers.
The Company’s long-term investments were $22.8 million and $21.1 million as of June 30, 2026 and December 31, 2025, respectively, and are recorded in Other assets on the Consolidated Balance Sheets. The estimation of the fair value of its investments involves the use of Level 3 inputs. The Company evaluates these investments for indicators of impairment. The Company considers impairment indicators such as negative changes in industry and market conditions, financial performance, business prospects, and other relevant events and factors. If indicators exist and the fair value of the investment is less than the carrying amount, an impairment charge will be recorded. The Company did not recognize any impairment loss associated with its investments during the three or six months ended June 30, 2026 or 2025.
Fair Value of Financial Instruments — The carrying values of cash and cash equivalents, accounts receivable, restricted cash, accounts payable, and short-term investments approximate their estimated fair values due to the short maturity of these instruments. The Company’s estimate of its short-term investments is based primarily upon Level 1 reported market values. As of
June 30, 2026 and December 31, 2025, the Company had $28.9 million and $6.6 million of short-term investments, respectively. For the six months ended June 30, 2026, the Company purchased $1,248.8 million and sold $1,226.6 million of short-term investments. For the six months ended June 30, 2025, the Company purchased $432.9 million and sold $685.8 million of short-term investments.
The Company determines fair value of its debt instruments utilizing various Level 2 sources including quoted prices and indicative quotes (non-binding quotes) from brokers that require judgment to interpret market information including implied credit spreads for similar borrowings on recent trades or bid/ask prices. The fair value of the Revolving Credit Facility was considered to approximate the carrying value because the Company does not believe its credit risk has changed materially from the date the applicable Term SOFR Rate was set for the Revolving Credit Facility (112.5 to 150.0 basis points). Refer to Note 10 for the principal balances, fair values, and carrying values of the Company’s debt instruments.
For discussion of the Company’s derivatives and hedging activities, refer to Note 17.
**3.**CASH, CASH EQUIVALENTS, AND RESTRICTED CASH
The cash, cash equivalents, and restricted cash balances on the Consolidated Statements of Cash Flows consist of the following:
| As of | As of | |||||||
| June 30, 2026 | December 31, 2025 | Included on Balance Sheet | ||||||
| (in thousands) | ||||||||
| Cash and cash equivalents | $ | 327,051 | $ | 264,568 | Cash and cash equivalents | |||
| Securitization escrow accounts | 28,089 | 9,175 | Restricted cash - current asset | |||||
| Payment, performance bonds, and other | 918 | 158,629 | Restricted cash - current asset | |||||
| Surety bonds and workers compensation | 4,701 | 4,649 | Other assets - noncurrent | |||||
| Total cash, cash equivalents, and restricted cash | $ | 360,759 | $ | 437,021 |
Pursuant to the terms of the Tower Securities (see Note 10), the Company is required to establish a securitization escrow account, held by the indenture trustee, into which all rents and other sums due on the towers that secure the Tower Securities are directly deposited by the lessees. These restricted cash amounts are used to fund reserve accounts for the payment of (1) debt service costs, (2) ground rents, real estate and personal property taxes and insurance premiums related to towers, (3) trustee and servicing expenses, and (4) management fees. The restricted cash in the securitization escrow account in excess of required reserve balances is subsequently released to the Borrowers (as defined in Note 10) monthly, provided that the Borrowers are in compliance with their debt service coverage ratio and that no event of default has occurred. All monies held by the indenture trustee are classified as restricted cash on the Company’s Consolidated Balance Sheets.
Payment and performance bonds relate primarily to collateral requirements for tower construction currently in process by the Company. Other restricted cash, as of December 31, 2025, includes $155.8 million of cash held by a qualified intermediary for the Company’s like-kind exchange transaction. Cash is pledged as collateral related to surety bonds issued for the benefit of the Company or its affiliates in the ordinary course of business and primarily related to the Company’s tower removal obligations. As of June 30, 2026 and December 31, 2025, the Company had $43.3 million in surety and payment and performance bonds for which no collateral was required to be posted. The Company periodically evaluates the collateral posted for its bonds to ensure that it meets the minimum requirements. As of June 30, 2026 and December 31, 2025, the Company had pledged $3.0 million and $2.9 million, respectively, as collateral related to its workers’ compensation policy.
**4.**COSTS AND ESTIMATED EARNINGS ON UNCOMPLETED CONTRACTS
The Company’s costs and estimated earnings on uncompleted contracts are comprised of the following:
| As of | As of | |||||
| June 30, 2026 | December 31, 2025 | |||||
| (in thousands) | ||||||
| Costs incurred on uncompleted contracts | $ | 143,604 | $ | 146,706 | ||
| Estimated earnings | 52,369 | 53,594 | ||||
| Billings to date | (176,076) | (179,329) | ||||
| $ | 19,897 | $ | 20,971 |
These amounts are included in the Consolidated Balance Sheets under the following captions:
| As of | As of | |||||
| June 30, 2026 | December 31, 2025 | |||||
| (in thousands) | ||||||
| Costs and estimated earnings in excess of billings on uncompleted contracts | $ | 24,577 | $ | 28,152 | ||
| Billings in excess of costs and estimated earnings on | ||||||
| uncompleted contracts (included in Other current liabilities) | (4,680) | (7,181) | ||||
| $ | 19,897 | $ | 20,971 |
At June 30, 2026 and December 31, 2025, the two largest customers comprised 94.4% and 95.4%, respectively, of the costs and estimated earnings in excess of billings on uncompleted contracts, net of billings in excess of costs and estimated earnings on uncompleted contracts.
**5.**PREPAID EXPENSES AND OTHER CURRENT ASSETS AND OTHER ASSETS
The Company’s prepaid expenses and other current assets are comprised of the following:
| As of | As of | |||||
| June 30, 2026 | December 31, 2025 | |||||
| (in thousands) | ||||||
| Short-term investments | $ | 28,886 | $ | 6,648 | ||
| Short-term loans receivable (1) | 64,022 | 63,779 | ||||
| Prepaid real estate taxes | 2,445 | 3,815 | ||||
| Interest receivable | 3,232 | 611 | ||||
| Prepaid insurance | 2,628 | 1,778 | ||||
| Prepaid taxes | 33,584 | 26,736 | ||||
| Prepaid ground rent | 5,511 | 3,586 | ||||
| Other current assets | 47,853 | 34,698 | ||||
| Total prepaid expenses and other current assets | $ | 188,161 | $ | 141,651 |
The Company’s other assets are comprised of the following:
| As of | As of | |||||
| June 30, 2026 | December 31, 2025 | |||||
| (in thousands) | ||||||
| Straight-line rent receivable | $ | 436,784 | $ | 424,627 | ||
| Interest rate swap asset (2) | 18,986 | 6,445 | ||||
| Loans receivable | 10,178 | 3,661 | ||||
| Deferred lease costs, net | 10,139 | 9,967 | ||||
| Deferred tax asset - long-term | 33,661 | 35,716 | ||||
| Long-term investments | 22,827 | 21,053 | ||||
| Other | 120,307 | 150,524 | ||||
| Total other assets | $ | 652,882 | $ | 651,993 |
(1)Amounts as of June 30, 2026 and December 31, 2025 include a $56.6 million third-party loan that matures in November 2026.
(2)Refer to Note 17 for more information on the Company’s interest rate swaps.
**6.**ACQUISITIONS
The following table summarizes the Company’s acquisition activity:
| For the three months | For the six months | |||||||||||
| ended June 30, | ended June 30, | |||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||
| (in thousands) | ||||||||||||
| Acquisitions of towers and related assets | $ | 9,722 | $ | 579,914 | $ | 141,921 | $ | 634,097 | ||||
| Land buyouts and other assets (1) | 19,066 | 9,308 | 30,363 | 18,513 | ||||||||
| Total cash acquisition capital expenditures | $ | 28,788 | $ | 589,222 | $ | 172,284 | $ | 652,610 |
(1)Excludes $4.3 million and $4.6 million spent to extend ground lease terms for the three months ended June 30, 2026 and 2025, respectively, and excludes $6.4 million and $7.8 million spent to extend ground lease terms for the six months ended June 30, 2026 and 2025, respectively. The Company recorded these amounts in prepaid expenses and other assets within the changes in operating assets and liabilities, net of acquisitions section of its Consolidated Statements of Cash Flows.
During the six months ended June 30, 2026, the Company acquired 16 towers and related assets and liabilities, as well as the rights to land underneath approximately 3,900 communication sites in Guatemala. During the six months ended June 30, 2025, the Company acquired 4,673 towers and related assets and liabilities, including 4,644 sites related to the transaction with Millicom International Cellular S.A. The table below summarizes the Company’s acquisition of towers and related assets and liabilities, by asset class:
| For the six months | ||||||
| ended June 30, | ||||||
| 2026 | 2025 | |||||
| (in thousands) | ||||||
| Property and equipment, net | $ | 5,032 | $ | 435,294 | ||
| Intangible assets, net | 32,933 | 218,806 | ||||
| Operating lease right-of-use assets, net | 114,137 | 66,499 | ||||
| Acquisition related holdbacks | (645) | (129) | ||||
| Long-term lease liabilities | (3,109) | (42,890) | ||||
| Other liabilities assumed, net | (6,427) | (43,483) | ||||
| Total acquisitions of towers and related assets and liabilities | $ | 141,921 | $ | 634,097 |
During the six months ended June 30, 2026, the Company concluded that for each of its acquisitions, substantially all of the value of its tower acquisitions is concentrated in a group of similar identifiable assets. As of June 30, 2026, there were no acquisitions with purchase price allocations that were preliminary.
As of the date of this filing, the Company, subsequent to June 30, 2026, purchased or is under contract to purchase 58 communication sites for an aggregate consideration of $28.8 million in cash. The Company anticipates that these acquisitions will be closed by the end of the fourth quarter of 2026.
Certain of the Company’s closed acquisitions include contingent consideration arrangements that may require future cash payments to sellers if specified financial performance metrics are achieved. Based on the Company’s current estimate, potential future cash payments under these arrangements were approximately $63.2 million as of both June 30, 2026 and December 31, 2025. Actual payments, if any, will depend on future results and other factors and could differ materially from this estimate. No amounts have been recorded on the Company’s Consolidated Balance Sheets.
**7.**PROPERTY AND EQUIPMENT, NET
Property and equipment, net consists of the following:
| As of | As of | |||||
| June 30, 2026 | December 31, 2025 | |||||
| (in thousands) | ||||||
| Towers and related assets | $ | 6,686,258 | $ | 6,606,764 | ||
| Construction-in-process (1) | 83,039 | 72,794 | ||||
| Furniture, equipment, and vehicles | 104,697 | 97,984 | ||||
| Land, buildings, and improvements (2) | 1,005,766 | 985,019 | ||||
| Total property and equipment | 7,879,760 | 7,762,561 | ||||
| Less: accumulated depreciation | (4,427,145) | (4,360,762) | ||||
| Property and equipment, net | $ | 3,452,615 | $ | 3,401,799 |
(1)Construction-in-process represents costs incurred related to towers and other assets that are under development and will be used in the Company’s site leasing operations.
(2)Includes amounts related to the Company’s data centers.
Depreciation expense was $34.5 million and $31.7 million for the three months ended June 30, 2026 and 2025, respectively, and $70.5 million and $59.0 million for the six months ended June 30, 2026 and 2025, respectively. At June 30, 2026 and December 31, 2025, unpaid capital expenditures that are included in accounts payable and accrued expenses were $8.0 million and $12.3 million, respectively.
**8.**INTANGIBLE ASSETS, NET
The following table provides the gross and net carrying amounts for each major class of intangible assets:
| As of June 30, 2026 | As of December 31, 2025 | |||||||||||||||||
| Gross carrying | Accumulated | Net book | Gross carrying | Accumulated | Net book | |||||||||||||
| amount | amortization | value | amount | amortization | value | |||||||||||||
| (in thousands) | ||||||||||||||||||
| Current contract intangibles | $ | 5,758,507 | $ | (3,510,163) | $ | 2,248,344 | $ | 5,695,073 | $ | (3,438,168) | $ | 2,256,905 | ||||||
| Network location intangibles | 2,006,231 | (1,386,795) | 619,436 | 1,992,271 | (1,367,059) | 625,212 | ||||||||||||
| Intangible assets, net | $ | 7,764,738 | $ | (4,896,958) | $ | 2,867,780 | $ | 7,687,344 | $ | (4,805,227) | $ | 2,882,117 |
All intangible assets noted above are included in the Company’s site leasing segment. Amortization expense relating to the intangible assets above was $34.6 million and $27.1 million for the three months ended June 30, 2026 and 2025, respectively, and $68.1 million and $53.9 million for the six months ended June 30, 2026 and 2025, respectively.
**9.**ACCRUED EXPENSES
The Company’s accrued expenses are comprised of the following:
| As of | As of | |||||
| June 30, 2026 | December 31, 2025 | |||||
| (in thousands) | ||||||
| Salaries and benefits | $ | 23,281 | $ | 32,805 | ||
| Real estate and property taxes | 9,877 | 7,596 | ||||
| Acquisition related holdbacks | 3,534 | 3,196 | ||||
| Other | 52,311 | 49,905 | ||||
| Total accrued expenses | $ | 89,003 | $ | 93,502 |
**10.**DEBT
The principal balances, fair values, and carrying values of debt consist of the following:
| As of | As of | |||||||||||||||||||
| June 30, 2026 | December 31, 2025 | |||||||||||||||||||
| Maturity Date | PrincipalBalance | Fair Value | CarryingValue | PrincipalBalance | Fair Value | CarryingValue | ||||||||||||||
| (in thousands) | ||||||||||||||||||||
| Revolving Credit Facility (1) | Jan. 25, 2029 | $ | 1,055,000 | $ | 1,055,000 | $ | 1,055,000 | $ | 475,000 | $ | 475,000 | $ | 475,000 | |||||||
| 2024 Term Loan (1) | Jan. 25, 2031 | 2,248,250 | 2,251,060 | 2,230,535 | 2,259,750 | 2,271,049 | 2,240,373 | |||||||||||||
| 2020-1C Tower Securities (2)(3) | Jan. 9, 2026 | — | — | — | 750,000 | 722,460 | 749,945 | |||||||||||||
| 2020-2C Tower Securities (2) | Jan. 11, 2028 | 600,000 | 577,800 | 598,595 | 600,000 | 513,798 | 598,149 | |||||||||||||
| 2021-1C Tower Securities (2) | Nov. 9, 2026 | 1,165,000 | 1,150,997 | 1,164,086 | 1,165,000 | 1,003,356 | 1,162,858 | |||||||||||||
| 2021-2C Tower Securities (2) | Apr. 9, 2027 | 895,000 | 874,782 | 893,581 | 895,000 | 852,022 | 892,677 | |||||||||||||
| 2021-3C Tower Securities (2) | Oct. 9, 2031 | 895,000 | 679,045 | 889,647 | 895,000 | 675,797 | 889,178 | |||||||||||||
| 2022-1C Tower Securities (2) | Jan. 11, 2028 | 850,000 | 864,008 | 846,453 | 850,000 | 867,034 | 845,373 | |||||||||||||
| 2024-1C Tower Securities (2) | Oct. 9, 2029 | 1,450,000 | 1,452,886 | 1,441,128 | 1,450,000 | 1,446,129 | 1,440,007 | |||||||||||||
| 2024-2C Tower Securities (2) | Oct. 8, 2027 | 620,000 | 620,062 | 617,515 | 620,000 | 625,425 | 616,636 | |||||||||||||
| 2020 Senior Notes | Feb. 15, 2027 | 1,500,000 | 1,492,800 | 1,497,890 | 1,500,000 | 1,488,615 | 1,496,240 | |||||||||||||
| 2021 Senior Notes | Feb. 1, 2029 | 1,500,000 | 1,436,250 | 1,494,792 | 1,500,000 | 1,434,375 | 1,493,832 | |||||||||||||
| Total debt (1) | $ | 12,778,250 | $ | 12,454,690 | $ | 12,729,222 | $ | 12,959,750 | $ | 12,375,060 | $ | 12,900,268 | ||||||||
| Less: current maturities of long-term debt | (3,578,556) | (1,935,802) | ||||||||||||||||||
| Total long-term debt, net of current maturities | $ | 9,150,666 | $ | 10,964,466 |
(1)On July 23, 2026, the Company issued the 2026-1 Senior Notes, the 2026-2 Senior Notes, and the 2026-3 Senior Notes (as defined below) accruing interest at a coupon rate of 4.875%, 5.150%, and 5.450%, respectively. Net proceeds from the offering were used to repay the aggregate principal amount outstanding on the Revolving Credit Facility, the 2024 Term Loan, and for general corporate purposes.
(2)The maturity date represents the anticipated repayment date for each issuance.
(3)On January 9, 2026, the Company repaid the aggregate principal amount of the 2020-1C Tower Securities using borrowings from the Revolving Credit Facility.
The table below reflects cash and non-cash interest expense amounts recognized by debt instrument for the periods presented:
| Interest | For the three months ended June 30, | For the six months ended June 30, | ||||||||||||||||||||||||
| Rates as of | 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||||
| June 30, | Cash | Non-cash | Cash | Non-cash | Cash | Non-cash | Cash | Non-cash | ||||||||||||||||||
| 2026 | Interest | Interest | Interest | Interest | Interest | Interest | Interest | Interest | ||||||||||||||||||
| (in thousands) | (in thousands) | |||||||||||||||||||||||||
| Revolving Credit Facility (1) | 5.110% | $ | 13,438 | $ | — | $ | 923 | $ | — | $ | 27,277 | $ | — | $ | 1,627 | $ | — | |||||||||
| 2024 Term Loan (1)(2) | 5.191% | 29,612 | 192 | 30,396 | 909 | 59,000 | 380 | 44,260 | 7,661 | |||||||||||||||||
| 2019-1C Tower Securities | 2.836% | — | — | — | — | — | — | 1,306 | — | |||||||||||||||||
| 2020-1C Tower Securities | 1.884% | — | — | 3,598 | — | 567 | — | 7,195 | — | |||||||||||||||||
| 2020-2C Tower Securities | 2.328% | 3,540 | — | 3,540 | — | 7,079 | — | 7,079 | — | |||||||||||||||||
| 2021-1C Tower Securities | 1.631% | 4,851 | — | 4,851 | — | 9,704 | — | 9,704 | — | |||||||||||||||||
| 2021-2C Tower Securities | 1.840% | 4,196 | — | 4,196 | — | 8,391 | — | 8,391 | — | |||||||||||||||||
| 2021-3C Tower Securities | 2.593% | 5,873 | — | 5,873 | — | 11,746 | — | 11,746 | — | |||||||||||||||||
| 2022-1C Tower Securities | 6.599% | 14,094 | — | 14,094 | — | 28,188 | — | 28,188 | — | |||||||||||||||||
| 2024-1C Tower Securities | 4.831% | 17,636 | — | 17,636 | — | 35,271 | — | 35,271 | — | |||||||||||||||||
| 2024-2C Tower Securities (3) | 4.654% | 7,977 | — | 7,977 | — | 15,955 | — | 15,955 | — | |||||||||||||||||
| 2020 Senior Notes | 3.875% | 14,531 | 103 | 14,531 | 99 | 29,063 | 205 | 29,063 | 197 | |||||||||||||||||
| 2021 Senior Notes | 3.125% | 11,719 | — | 11,719 | — | 23,438 | — | 23,438 | — | |||||||||||||||||
| Other | 287 | 2,191 | 324 | 225 | 603 | 2,674 | 582 | 1,723 | ||||||||||||||||||
| Total | $ | 127,754 | $ | 2,486 | $ | 119,658 | $ | 1,233 | $ | 256,282 | $ | 3,259 | $ | 223,805 | $ | 9,581 |
(1)On July 23, 2026, the Company repaid the aggregate principal amount outstanding on the Revolving Credit Facility and the 2024 Term Loan.
(2)The 2024 Term Loan had a blended rate of 5.191% as of June 30, 2026, which included the impact of the interest rate swaps. Excluding the impact of the interest rate swaps, the 2024 Term Loan was accruing interest at 5.400% as of June 30, 2026. Refer to Note 17 for more information on the Company’s interest rate swaps.
(3)The 2024-2C Tower Securities has an all-in fixed rate of 4.654%, which includes the impact of the Company’s treasury lock agreement which settled upon issuance of the notes. Excluding the impact of the treasury lock agreement, the 2024-2C Tower Securities accrues interest at 5.115%. Refer to Note 17 for more information on the Company’s treasury lock agreement.
Investment Grade Senior Notes and Unsecured Revolving Credit Facility
On July 23, 2026, the Company issued an aggregate $3.5 billion of unsecured senior notes (“2026 Senior Notes”) in three tranches: $1.35 billion of 4.875% senior notes due January 15, 2030 (“2026-1 Senior Notes”) were issued at 99.333% of par value, $1.35 billion of 5.150% senior notes due July 15, 2031 (“2026-2 Senior Notes”) were issued at 99.086% of par value, and $0.8 billion of 5.450% senior notes due July 15, 2033 (“2026-3 Senior Notes”) were issued at 98.924% of par value. Interest on the 2026 Senior Notes is payable semi-annually beginning January 15, 2027. The 2026 Senior Notes have a blended coupon rate of 5.113% and a weighted average maturity of 4.9 years. The Company incurred financing fees of $23.5 million in relation to this transaction, which will be amortized through the maturity of the 2026 Senior Notes. Net proceeds from this offering were used to repay the aggregate principal amount outstanding on the Revolving Credit Facility ($1.0 billion), the 2024 Term Loan ($2.2 billion), and for general corporate purposes. In connection with the repayments, the Company, subsequent to June 30, 2026, expensed $16.1 million of net deferred financing fees and $4.0 million of discount related to the Revolving Credit Facility and the 2024 Term Loan.
Concurrently with the issuance of the 2026 Senior Notes, the Company terminated its existing Senior Credit Agreement and entered into a new Senior Credit Agreement providing for an expanded $2.5 billion senior unsecured revolving credit facility (“2026 Revolving Credit Facility”) and requiring compliance with specific financial ratios. The 2026 Revolving Credit Facility has a maturity date of July 23, 2031. Amounts borrowed under the 2026 Revolving Credit Facility accrue interest, at the Company’s election, at either (1) Term SOFR plus a margin that ranges from 75.0 basis points to 137.5 basis points or (2) the Base Rate plus a margin that ranges from 0.0 basis points to 37.5 basis points, in each case based on the Company’s credit ratings. In addition, the Company is required to pay a commitment fee of between 0.08% to 0.20% per annum on the amount of unused commitments based on the Company’s credit ratings.
Based on the Company’s current credit ratings, borrowings under the 2026 Revolving Credit Facility accrue interest at Term SOFR plus 100.0 basis points and the Company is required to pay a commitment fee of 0.11% per annum on the amount of unused commitments.
Senior Credit Agreement
As of June 30, 2026, SBA Senior Finance II was in compliance with the financial covenants contained in the Senior Credit Agreement.
Revolving Credit Facility
The key terms of the Revolving Credit Facility were as follows:
| Interest Rate | Unused Commitment | |||
| as of | Fee as of | |||
| June 30, 2026 (1) | June 30, 2026 (2) | |||
| Revolving Credit Facility | 5.110% | 0.190% |
(1)The rate reflected includes a 0.050% reduction in the applicable spread as a result of meeting certain sustainability-linked targets as of December 31, 2025.
(2)The rate reflected includes a 0.010% reduction in the applicable commitment fee as a result of meeting certain sustainability-linked targets as of December 31, 2025.
The table below summarizes the Company’s Revolving Credit Facility activity during the three and six months ended June 30, 2026 and 2025:
| For the three months | For the six months | |||||||||||
| ended June 30, | ended June 30, | |||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||
| (in thousands) | ||||||||||||
| Beginning outstanding balance | $ | 1,285,000 | $ | — | $ | 475,000 | $ | — | ||||
| Borrowings | 125,000 | 80,000 | 1,025,000 | 80,000 | ||||||||
| Repayments | (355,000) | — | (445,000) | — | ||||||||
| Ending outstanding balance | $ | 1,055,000 | $ | 80,000 | $ | 1,055,000 | $ | 80,000 |
On July 23, 2026, the Company repaid the aggregate principal amount outstanding on the Revolving Credit Facility using proceeds from the issuance of the 2026 Senior Notes. As of the date of this filing, there were no amounts outstanding under the 2026 Revolving Credit Facility.
Term Loan
2024 Term Loan
During the three and six months ended June 30, 2026, the Company repaid an aggregate of $5.8 million and $11.5 million of principal on the 2024 Term Loan, respectively. As of June 30, 2026, the 2024 Term Loan had a principal balance of $2.2 billion.
On July 23, 2026, the Company repaid the aggregate principal amount of the 2024 Term Loan using proceeds from the issuance of the 2026 Senior Notes.
Secured Tower Revenue Securities
On January 9, 2026, the Company repaid the entire aggregate principal amount of the 2020-1C Tower Securities ($750.0 million) and on January 30, 2026, the Company repaid $39.5 million of the principal amount of the 2020-2R Tower Securities. The remaining balance of the 2020-2R Tower Securities is $31.6 million.
As of June 30, 2026, the entities that are borrowers on the mortgage loan (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. The sole asset of the Trust consists of a non-recourse mortgage loan made in favor of the Borrowers.
**11.**SHAREHOLDERS’ EQUITY
Common Stock Equivalents
The Company has outstanding time-based restricted stock units (“RSUs”), performance-based restricted stock units (“PSUs”), and stock options which were considered in the Company’s diluted earnings per share calculation (see Note 15).
Stock Repurchases
The Company’s Board of Directors authorizes the Company 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 the Company’s Board of Directors at any time in its sole discretion. Shares repurchased are retired. On April 27, 2025, the Company’s Board of Directors authorized a $1.5 billion share repurchase plan. As of the date of this filing, the Company had $1.1 billion of authorization remaining under this plan.
The following is a summary of the Company’s share repurchases:
| For the three months | For the six months | |||||||||||
| ended June 30, | ended June 30, | |||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||
| Total number of shares purchased (in thousands) (1) | — | 617.5 | 11.9 | 617.5 | ||||||||
| Average price per share (1) | $ | — | $ | 211.63 | $ | 188.66 | $ | 211.63 | ||||
| Total purchase price (in millions) (1) | $ | — | $ | 130.7 | $ | 2.2 | $ | 130.7 |
(1)Amounts reflected are based on the trade date and may differ from the Consolidated Statements of Cash Flows which reflects share repurchases based on the settlement date.
Dividends
For the six months ended June 30, 2026, the Company 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 25, 2026 | March 13, 2026 | $1.25 | $135.2 million (1) | March 27, 2026 | ||||
| April 28, 2026 | May 22, 2026 | $1.25 | $132.7 million | June 17, 2026 |
(1)Amount reflected includes the payment of $2.6 million in dividend equivalents.
Dividends paid in 2026 were ordinary taxable dividends.
Subsequent to June 30, 2026, the Company 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 | |||
| August 2, 2026 | August 20, 2026 | $1.25 | September 17, 2026 |
**12.**STOCK-BASED COMPENSATION
Restricted Stock Units and Performance-Based Restricted Stock Units
The following table summarizes the Company’s RSU and PSU activity for the six months ended June 30, 2026:
| RSUs | PSUs (1) | |||||||||
| Weighted-Average | Weighted-Average | |||||||||
| Number of | Grant Date Fair | Number of | Grant Date Fair | |||||||
| Shares | Value per Share | Shares | Value per Share | |||||||
| (in thousands) | (in thousands) | |||||||||
| Outstanding at December 31, 2025 | 480 | $ | 221.37 | 206 | $ | 245.29 | ||||
| Granted | 320 | $ | 196.13 | 76 | $ | 209.37 | ||||
| PSU adjustment (2) | — | $ | — | 5 | $ | 262.67 | ||||
| Vested | (216) | $ | 225.47 | (93) | $ | 256.19 | ||||
| Forfeited/canceled | (22) | $ | 207.72 | — | $ | — | ||||
| Outstanding at June 30, 2026 | 562 | $ | 205.92 | 194 | $ | 222.65 |
(1)PSUs represent the target number of shares granted that are issuable at the end of the three year performance period. Fair value for a portion of the PSUs was calculated using a Monte Carlo simulation model.
(2)PSU adjustment represents the net PSUs awarded above or below their target grants resulting from the achievement of performance targets established at the grant date.
Stock Options
The following table summarizes the Company’s activities with respect to its stock option plans for the six months ended June 30, 2026 as follows (dollars and shares in thousands, except for per share data):
| Weighted- | Weighted-Average | |||||||||
| Average | Remaining | |||||||||
| Number | Exercise Price | Contractual | Aggregate | |||||||
| of Shares | Per Share | Life (in years) | Intrinsic Value | |||||||
| Outstanding at December 31, 2025 | 546 | $ | 187.07 | |||||||
| Exercised | (515) | $ | 182.68 | |||||||
| Outstanding at June 30, 2026 | 31 | $ | 259.31 | 6.3 | $ | — | ||||
| Exercisable at June 30, 2026 | 21 | $ | 265.94 | 6.1 | $ | — | ||||
| Unvested at June 30, 2026 | 10 | $ | 245.19 | 6.7 | $ | — |
The total intrinsic value for options exercised during the six months ended June 30, 2026 was $7.1 million.
**13.**INCOME TAXES
The primary reason for the difference between the Company’s effective tax rate and the U.S. statutory rate is the Company’s REIT status. A tax provision is recognized because U.S. taxable REIT subsidiary and certain foreign subsidiaries of the Company have profitable operations or are in a net deferred tax liability position.
The Company elected to be taxed as a REIT commencing with its taxable year ended December 31, 2016. As a REIT, the Company generally will be entitled to a deduction for dividends that it pays, and therefore, not subject to U.S. federal corporate income tax on that portion of its net income that it distributes to its shareholders. As a REIT, the Company will continue to pay U.S. federal income tax on earnings, if any, from assets and operations held through its U.S. taxable REIT subsidiary. These assets and operations currently consist primarily of the Company’s site development services and its international operations. The Company’s international operations continue to be subject, as applicable, to foreign taxes in the jurisdictions in which those operations are located. The Company may also be subject to a variety of taxes, including payroll taxes and state, local, and foreign income, property, and other taxes on its assets and operations. The Company’s determination as to the timing and amount of future dividend distributions will be based on a number of factors, including REIT distribution requirements, its existing federal net operating losses (“NOLs”) of approximately $366.2 million as of December 31, 2025, the Company’s financial condition, earnings, debt covenants, and other possible uses of such funds. The Company may use these NOLs to offset its REIT taxable income, and thus any required distributions to shareholders may be reduced or eliminated until such time as the NOLs have been fully utilized.
The Company is subject to income tax and other taxes in the geographic areas where it holds assets or operates, and the Company periodically receives notifications of audits, assessments, or other actions by taxing authorities. In certain jurisdictions, taxing authorities may issue notices and assessments that may not be 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 reflective of the Company’s actual tax liability, 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.
In connection with a current assessment in Brazil, the taxing authorities have issued income tax deficiencies related to purchase accounting adjustments for tax years 2017 through 2020. In addition, the taxing authorities have issued income tax deficiencies related to the deductibility of foreign exchange losses on the Company’s intercompany loan for the 2020 tax year. The Company disagrees with these assessments and is appealing with the higher appellate taxing authorities. The Company estimates that there is a more likely than not probability that the Company’s position will be sustained upon appeal. Accordingly, no liability has been recorded. The Company will continue to vigorously contest the adjustments and expects to exhaust all administrative and judicial remedies necessary to resolve the matters, which could be a lengthy process. There can be no assurance that these matters will be resolved in the Company’s favor, and an adverse outcome, or any future tax examinations involving similar assertions, could have a material effect on the Company’s results of operations or cash flows in any one period. As of June 30, 2026, the Company estimates the aggregate range of reasonably possible losses in excess of amounts accrued to be between zero and $115.8 million, excluding penalties and interest of $194.3 million.
**14.**SEGMENT DATA
The Company operates principally in two business segments: site leasing and site development. The Company’s site leasing business includes two reportable segments, domestic site leasing and international site leasing. The Company’s business segments are strategic business units that offer different services. They are managed separately based on the fundamental differences in their operations. The site leasing segment includes results of the managed and sublease businesses. The site development segment includes the results of both consulting and construction related activities. The Company’s Chief Operating Decision Maker (“CODM”) is the Company’s Chief Executive Officer. The Company’s CODM utilizes segment operating profit and operating income as his two measures of segment profit in assessing performance and allocating resources at the reportable segment level. The Company has applied the aggregation criteria to operations within the international site leasing segment on a basis that is consistent with management’s review of information and performance evaluations of the individual markets in this region.
Revenues, cost of revenues (exclusive of depreciation, accretion and amortization), capital expenditures (including assets acquired through the issuance of shares of the Company’s Class A common stock) and identifiable assets pertaining to the segments in which the Company continues to operate are presented below.
| Domestic Site | Int'l Site | Site | |||||||||||||
| Leasing | Leasing | Development | Other | Total | |||||||||||
| For the three months ended June 30, 2026 | (in thousands) | ||||||||||||||
| Revenues (1) | $ | 452,448 | $ | 211,437 | $ | 51,389 | $ | — | $ | 715,274 | |||||
| Cost of revenues (2) | 71,427 | 62,649 | 41,926 | — | 176,002 | ||||||||||
| Operating profit | 381,021 | 148,788 | 9,463 | — | 539,272 | ||||||||||
| Selling, general, and administrative expenses | 33,703 | 20,213 | 3,423 | 20,209 | 77,548 | ||||||||||
| Acquisition and new business initiatives | |||||||||||||||
| related adjustments and expenses | 4,392 | 1,534 | — | — | 5,926 | ||||||||||
| Asset impairment and decommission costs | 12,840 | 9,340 | 66 | 320 | 22,566 | ||||||||||
| Depreciation, amortization and accretion | 37,977 | 40,061 | 1,097 | 2,236 | 81,371 | ||||||||||
| Operating income (loss) | 292,109 | 77,640 | 4,877 | (22,765) | 351,861 | ||||||||||
| Other expense, net (principally interest | |||||||||||||||
| expense and other income) | (119,396) | (119,396) | |||||||||||||
| Income before income taxes | 232,465 | ||||||||||||||
| Cash capital expenditures (3) | 53,232 | 33,824 | 944 | 4,358 | 92,358 | ||||||||||
| For the three months ended June 30, 2025 | |||||||||||||||
| Revenues (1) | $ | 469,807 | $ | 161,981 | $ | 67,193 | $ | — | $ | 698,981 | |||||
| Cost of revenues (2) | 69,421 | 49,150 | 53,525 | — | 172,096 | ||||||||||
| Operating profit | 400,386 | 112,831 | 13,668 | — | 526,885 | ||||||||||
| Selling, general, and administrative expenses | 31,515 | 20,803 | 3,065 | 15,639 | 71,022 | ||||||||||
| Acquisition and new business initiatives | |||||||||||||||
| related adjustments and expenses | 4,667 | 1,220 | — | — | 5,887 | ||||||||||
| Asset impairment and decommission costs | 19,977 | 25,088 | — | 166 | 45,231 | ||||||||||
| Depreciation, amortization and accretion | 36,840 | 30,249 | 864 | 2,011 | 69,964 | ||||||||||
| Operating income (loss) | 307,387 | 35,471 | 9,739 | (17,816) | 334,781 | ||||||||||
| Other expense, net (principally interest | |||||||||||||||
| expense and other income) | (74,028) | (74,028) | |||||||||||||
| Income before income taxes | 260,753 | ||||||||||||||
| Cash capital expenditures (3) | 41,906 | 602,782 | 1,474 | 771 | 646,933 |
| Domestic Site | Int'l Site | Site | |||||||||||||
| Leasing | Leasing | Development | Other | Total | |||||||||||
| For the six months ended June 30, 2026 | (in thousands) | ||||||||||||||
| Revenues (1) | $ | 902,749 | $ | 417,285 | $ | 98,678 | $ | — | $ | 1,418,712 | |||||
| Cost of revenues (2) | 142,047 | 123,940 | 81,350 | — | 347,337 | ||||||||||
| Operating profit | 760,702 | 293,345 | 17,328 | — | 1,071,375 | ||||||||||
| Selling, general, and administrative expenses | 65,060 | 38,522 | 7,002 | 37,512 | 148,096 | ||||||||||
| Acquisition and new business initiatives | |||||||||||||||
| related adjustments and expenses | 9,922 | 4,094 | — | — | 14,016 | ||||||||||
| Asset impairment and decommission costs | 39,812 | 11,471 | 264 | 320 | 51,867 | ||||||||||
| Depreciation, amortization and accretion | 75,594 | 81,215 | 2,000 | 3,877 | 162,686 | ||||||||||
| Operating income (loss) | 570,314 | 158,043 | 8,062 | (41,709) | 694,710 | ||||||||||
| Other expense, net (principally interest | |||||||||||||||
| expense and other income) | (226,227) | (226,227) | |||||||||||||
| Income before income taxes | 468,483 | ||||||||||||||
| Cash capital expenditures (3) | 112,807 | 163,129 | 1,376 | 7,277 | 284,589 | ||||||||||
| For the six months ended June 30, 2025 | |||||||||||||||
| Revenues (1) | $ | 930,800 | $ | 317,197 | $ | 115,232 | $ | — | $ | 1,363,229 | |||||
| Cost of revenues (2) | 137,693 | 96,356 | 91,714 | — | 325,763 | ||||||||||
| Operating profit | 793,107 | 220,841 | 23,518 | — | 1,037,466 | ||||||||||
| Selling, general, and administrative expenses | 62,522 | 38,227 | 6,280 | 30,212 | 137,241 | ||||||||||
| Acquisition and new business initiatives | |||||||||||||||
| related adjustments and expenses | 10,528 | 2,738 | — | — | 13,266 | ||||||||||
| Asset impairment and decommission costs | 35,141 | 46,406 | — | 710 | 82,257 | ||||||||||
| Depreciation, amortization and accretion | 73,584 | 55,772 | 1,721 | 3,935 | 135,012 | ||||||||||
| Operating income (loss) | 611,332 | 77,698 | 15,517 | (34,857) | 669,690 | ||||||||||
| Other expense, net (principally interest | |||||||||||||||
| expense and other income) | (149,014) | (149,014) | |||||||||||||
| Income before income taxes | 520,676 | ||||||||||||||
| Cash capital expenditures (3) | 84,284 | 669,122 | 2,300 | 1,666 | 757,372 |
| Domestic Site | Int'l Site | Site | |||||||||||||
| Leasing | Leasing | Development | Other (4) | Total | |||||||||||
| Assets | (in thousands) | ||||||||||||||
| As of June 30, 2026 | $ | 6,229,558 | $ | 5,252,697 | $ | 81,133 | $ | 178,932 | $ | 11,742,320 | |||||
| As of December 31, 2025 | $ | 6,178,526 | $ | 5,183,588 | $ | 98,072 | $ | 114,826 | $ | 11,575,012 |
(1)For the three months ended June 30, 2026 and 2025, site leasing revenue in Brazil was $96.3 million and $85.1 million, respectively. For the six months ended June 30, 2026 and 2025, site leasing revenue in Brazil was $185.1 million and $170.1 million, respectively. Other than Brazil, no foreign country represented more than 5% of the Company’s total site leasing revenue in any of the periods presented.
(2)Excludes depreciation, amortization, and accretion. Cost of revenues is primarily comprised of rent expense related to the Company’s ground leases.
(3)Includes cash paid for capital expenditures, acquisitions, and right-of-use assets.
(4)Assets in Other consist primarily of general corporate assets and short-term investments.
Long-lived assets include property and equipment, net, intangible assets, net, operating lease right-of-use assets, net, and acquired and other right-of-use assets, net. The Company’s long-lived assets by geographic areas representing more than 5% of the Company’s total long-lived assets is presented below:
| As of | As of | |||||
| June 30, 2026 | December 31, 2025 | |||||
| (in thousands) | ||||||
| Domestic | $ | 5,773,718 | $ | 5,737,975 | ||
| Brazil | 1,854,704 | 1,799,578 | ||||
| Guatemala | 757,452 | 636,476 | ||||
| Other international | 1,958,792 | 1,975,560 | ||||
| Total | $ | 10,344,666 | $ | 10,149,589 |
**15.**EARNINGS PER SHARE
Basic earnings per share was computed by dividing net income attributable to SBA Communications Corporation by the weighted-average number of shares of Class A common stock outstanding for each respective period. Diluted earnings per share was calculated by dividing net income attributable to SBA Communications Corporation by the weighted-average number of shares of Class A common stock outstanding adjusted for any dilutive Class A common stock equivalents, including unvested RSUs, PSUs, and shares issuable upon exercise of stock options as determined under the “Treasury Stock” method.
The following table sets forth basic and diluted net income per common share attributable to common shareholders for the three and six months ended June 30, 2026 and 2025:
| For the three months | For the six months | |||||||||||
| ended June 30, | ended June 30, | |||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||
| (in thousands, except per share data) | ||||||||||||
| Numerator: | ||||||||||||
| Net income attributable to SBA | ||||||||||||
| Communications Corporation | $ | 198,777 | $ | 225,794 | $ | 383,611 | $ | 446,525 | ||||
| Denominator: | ||||||||||||
| Basic weighted-average shares outstanding | 106,073 | 107,531 | 105,945 | 107,637 | ||||||||
| Dilutive impact of stock options, RSUs, and PSUs | 191 | 266 | 243 | 331 | ||||||||
| Diluted weighted-average shares outstanding | 106,264 | 107,797 | 106,188 | 107,968 | ||||||||
| Net income per common share attributable to SBA | ||||||||||||
| Communications Corporation: | ||||||||||||
| Basic | $ | 1.87 | $ | 2.10 | $ | 3.62 | $ | 4.15 | ||||
| Diluted | $ | 1.87 | $ | 2.09 | $ | 3.61 | $ | 4.14 |
For the three and six months ended June 30, 2026 and 2025, the diluted weighted-average number of common shares outstanding excluded an immaterial number of shares issuable related to the Company’s RSUs, PSUs, and stock options because the impact would be anti-dilutive.
16. REDEEMABLE NONCONTROLLING INTERESTS
The Company allocates income and losses to its redeemable noncontrolling interest holders based on the applicable membership interest percentage. At each reporting period, the redeemable noncontrolling interest is recognized at the greater of (1) the initial carrying amount of the noncontrolling interest as adjusted for accumulated income or loss attributable to the noncontrolling interest holder or (2) the redemption value as of the balance sheet date. Adjustments to the carrying amount of redeemable noncontrolling interest are charged against retained earnings (or additional paid-in capital if there are no retained earnings). The fair value of the redeemable noncontrolling interest is estimated using Level 3 inputs.
During the quarter ended June 30, 2026, the noncontrolling shareholder of one of the Company’s joint ventures noticed its intent to exercise its put option to sell its interest to the Company.
The components of redeemable noncontrolling interests as of June 30, 2026 and December 31, 2025 are as follows:
| June 30, | December 31, | |||||
| 2026 | 2025 | |||||
| (in thousands) | ||||||
| Beginning balance | $ | 78,262 | $ | 54,132 | ||
| Net income attributable to noncontrolling interests | (2,235) | 824 | ||||
| Foreign currency translation adjustments | (717) | (89) | ||||
| Purchase of noncontrolling interests | — | 146 | ||||
| Adjustment to redemption amount | 9,892 | 23,249 | ||||
| Ending balance | $ | 85,202 | $ | 78,262 |
**17.**DERIVATIVES AND HEDGING ACTIVITIES
The Company enters into interest rate swaps to hedge the future interest expense from variable rate debt and reduce the Company’s exposure to fluctuations in interest rates. As of June 30, 2026, the Company had interest rate swap agreements (“existing interest rate swaps”) on its 2024 Term Loan which swap $2.0 billion of notional value accruing interest at one month Term SOFR plus 175 basis points for a blended all-in fixed rate of 5.165% per annum through April 11, 2028. As of June 30, 2026, all existing hedges were highly effective; therefore, changes in fair value are recorded in Accumulated other comprehensive loss, net.
Subsequent to June 30, 2026, the Company de-designated its existing interest rate swaps in connection with the repayment of the 2024 Term Loan. Upon de-designation, the Company recognized a gain of $21.2 million to Non-cash interest expense related to the life-to-date accumulated fair market value adjustments on the existing interest rate swaps which had been recorded in Accumulated other comprehensive loss, net. Subsequent changes in fair value on the existing interest rate swaps will be recorded within Other income, net.
Additionally, subsequent to June 30, 2026, the Company entered into interest rate swap agreements (“2026 interest rate swaps”) on $2.0 billion of notional value whereby the Company is receiving a blended fixed rate of 4.000% and paying one month Term SOFR per annum through April 11, 2028. The 2026 interest rate swaps are intended to economically offset the impact of the de-designated interest rate swaps. Cash flows from the existing interest rate swaps and the 2026 interest rate swaps will be recorded in Interest expense and changes in fair value on the swaps will be recorded within Other income, net.
On September 11, 2024, the Company entered into a treasury lock agreement to fix the three-year treasury rate at 3.3985% for $620.0 million of notional value related to the 2024-2C Tower Securities issued on October 11, 2024. The treasury lock agreement was terminated and settled upon issuance of the 2024-2C Tower Securities, and the Company recognized an $8.2 million gain in other comprehensive income (loss) which is being amortized to interest expense over the life of the 2024-2C Tower Securities. After consideration of the treasury lock agreement, the all-in fixed rate on the 2024-2C Tower Securities is 4.654% per annum.
The table below outlines the effects of the Company’s interest rate swaps on the Consolidated Balance Sheets as of June 30, 2026 and December 31, 2025.
| Fair Value as of | ||||||||
| Balance Sheet | June 30, | December 31, | ||||||
| Location | 2026 | 2025 | ||||||
| Derivatives Designated as Hedging Instruments | (in thousands) | |||||||
| Interest rate swap agreements in a fair value asset position | Other assets | $ | 18,986 | $ | 6,445 | |||
| Interest rate swap agreement in a fair value liability position | Other long-term liabilities | $ | — | $ | 12,265 |
Accumulated other comprehensive loss, net includes an aggregate $22.5 million gain and a $1.0 million loss as of June 30, 2026 and December 31, 2025, respectively.
The Company is exposed to counterparty credit risk to the extent that a counterparty fails to meet the terms of a contract. The Company’s exposure is limited to the current value of the contract at the time the counterparty fails to perform.
The cash flows associated with these activities are reported in Net cash provided by operating activities on the Consolidated Statements of Cash Flows.
The table below outlines the effects of the Company’s derivatives on the Consolidated Statements of Operations and Consolidated Statements of Shareholders’ Deficit for the three and six months ended June 30, 2026 and 2025.
| For the three months | For the six months | |||||||||||||
| ended June 30, | ended June 30, | |||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||
| Cash Flow Hedge - Interest Rate Swap Agreement | (in thousands) | |||||||||||||
| Change in fair value recorded in Accumulated other comprehensive | ||||||||||||||
| loss, net | $ | 13,015 | $ | (11,641) | $ | 24,806 | $ | (52,396) | ||||||
| Gain reclassified from Accumulated other comprehensive | ||||||||||||||
| loss, net into earnings | $ | (684) | $ | (684) | $ | (1,368) | $ | (1,368) | ||||||
| Derivatives Not Designated as Hedges - Interest Rate Swap Agreements | ||||||||||||||
| Amount reclassified from Accumulated other comprehensive | ||||||||||||||
| loss, net into Non-cash interest expense | $ | — | $ | 731 | $ | — | $ | 7,310 |
Previous: Cover and table of contents · Next: Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS