UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of Earliest Event Reported): July 11, 2022 AMERICAN TOWER CORPORATION
(Exact Name of Registrant as Specified in Charter) | | | | | | | | | | | | | | | | | |
| Delaware | | 001-14195 | | 65-0723837 | |
| (State or Other Jurisdiction of Incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification No.) | |
116 Huntington Avenue
Boston, Massachusetts 02116
(Address of Principal Executive Offices) (Zip Code)
(617) 375-7500
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act: | | | | | | | | |
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Common Stock, $0.01 par value | AMT | New York Stock Exchange |
| 1.375% Senior Notes due 2025 | AMT 25A | New York Stock Exchange |
| 1.950% Senior Notes due 2026 | AMT 26B | New York Stock Exchange |
| 0.450% Senior Notes due 2027 | AMT 27C | New York Stock Exchange |
| 0.400% Senior Notes due 2027 | AMT 27D | New York Stock Exchange |
| 0.500% Senior Notes due 2028 | AMT 28A | New York Stock Exchange |
| 0.875% Senior Notes due 2029 | AMT 29B | New York Stock Exchange |
| 0.950% Senior Notes due 2030 | AMT 30C | New York Stock Exchange |
| 1.000% Senior Notes due 2032 | AMT 32 | New York Stock Exchange |
| 1.250% Senior Notes due 2033 | AMT 33 | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark 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.☐
Item 7.01 Regulation FD Disclosure.
On July 11, 2022, American Tower Corporation (the “Company”) issued a press release (the “Press Release”) with respect to the matters set forth in Item 8.01 below. A copy of the Press Release is furnished herewith as Exhibit 99.1.
Exhibit 99.1 is furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such exhibit be deemed incorporated by reference in any filing made by the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 8.01 Other Events.
On July 11, 2022, the Company issued the Press Release announcing that Stonepeak Partners LP (“Stonepeak”), on behalf of certain affiliated investment vehicles, will acquire an ownership interest of approximately 29% in the Company’s U.S. data center business as part of a new long-term strategic partnership through a transaction valued at $2.5 billion, implying an enterprise value of approximately $10.5 billion for the U.S. data center business (held as subsidiaries of the Company). Pursuant to the related partnership agreement, the Company will retain managerial and operational control, as well as day-to-day oversight of its U.S. data center business, and Stonepeak will obtain certain governance rights. The affiliated investment vehicles have received equity and debt commitment letters in the amount of $2.5 billion from equity and debt financing sources. The transaction is expected to close in the third quarter of 2022, subject to customary closing conditions.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits | | | | | | | | |
| | |
| Exhibit No. | | Description |
| |
| 99.1 | | |
| | |
| 104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURE
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 hereunto duly authorized.
| | | | | | | | | | | |
| AMERICAN TOWER CORPORATION |
| (Registrant) |
| |
| Date: | July 11, 2022 | By: | /s/ Rodney M. Smith |
| | Rodney M. Smith |
| | Executive Vice President, Chief Financial Officer and Treasurer |
