Statement Of Financial Position
Statement Of Financial Position Classified (USD $) | ||
In Thousands | Sep. 30, 2009
| Dec. 31, 2008
|
CURRENT ASSETS: | ||
Cash and cash equivalents | $229,674 | $143,077 |
Restricted cash | 50,795 | 51,866 |
Short-term investments and available-for-sale securities | 3,844 | 2,028 |
Accounts receivable, net of allowances | 71,271 | 51,313 |
Prepaid and other current assets | 78,723 | 61,415 |
Deferred income taxes | 191,623 | 163,981 |
Total current assets | 625,930 | 473,680 |
PROPERTY AND EQUIPMENT, net | 3,128,120 | 3,022,636 |
GOODWILL | 2,239,420 | 2,186,233 |
OTHER INTANGIBLE ASSETS, net | 1,532,400 | 1,566,155 |
DEFERRED INCOME TAXES | 225,728 | 381,428 |
NOTES RECEIVABLE AND OTHER LONG-TERM ASSETS | 643,226 | 581,533 |
TOTAL | 8,394,824 | 8,211,665 |
CURRENT LIABILITIES: | ||
Accounts payable and accrued expenses | 165,957 | 151,985 |
Accrued interest | 47,270 | 28,635 |
Current portion of long-term obligations | 7,717 | 1,837 |
Unearned revenue | 120,057 | 120,188 |
Total current liabilities | 341,001 | 302,645 |
LONG-TERM OBLIGATIONS | 4,179,038 | 4,331,309 |
OTHER LONG-TERM LIABILITIES | 639,634 | 583,232 |
Total liabilities | 5,159,673 | 5,217,186 |
STOCKHOLDERS' EQUITY: | ||
Preferred Stock: $.01 par value; 20,000,000 shares authorized; no shares issued or outstanding | 0 | 0 |
Class A Common Stock: $.01 par value; 1,000,000,000 shares authorized, 478,505,841 and 468,513,843 shares issued, and 401,059,793 and 396,976,896 shares outstanding, respectively | 4,785 | 4,685 |
Additional paid-in capital | 8,352,944 | 8,109,224 |
Accumulated deficit | (2,173,882) | (2,356,127) |
Accumulated other comprehensive loss | (18,420) | (20,031) |
Treasury stock (77,446,048 and 71,536,947 shares at cost, respectively) | (2,933,612) | (2,746,429) |
Total American Tower Corporation stockholders' equity | 3,231,815 | 2,991,322 |
Noncontrolling interest | 3,336 | 3,157 |
Total stockholders' equity | 3,235,151 | 2,994,479 |
TOTAL | $8,394,824 | $8,211,665 |
1_Statement Of Financial Positi
Statement Of Financial Position Classified (Parenthetical) (USD $) | ||
Sep. 30, 2009
| Dec. 31, 2008
| |
Preferred Stock, par value | 0.01 | 0.01 |
Preferred Stock, shares authorized | 20,000,000 | 20,000,000 |
Preferred Stock, shares issued | 0 | 0 |
Preferred Stock, shares outstanding | 0 | 0 |
Class A Common Stock, par value | 0.01 | 0.01 |
Class A Common Stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Class A Common Stock, shares issued | 478,505,841 | 468,513,843 |
Class A Common Stock, shares outstanding | 401,059,793 | 396,976,896 |
Treasury stock, shares | 77,446,048 | 71,536,947 |
Statement Of Income Alternative
Statement Of Income Alternative (USD $) | ||||
In Thousands, except Per Share data | 3 Months Ended
Sep. 30, 2009 | 3 Months Ended
Sep. 30, 2008 | 9 Months Ended
Sep. 30, 2009 | 9 Months Ended
Sep. 30, 2008 |
REVENUES: | ||||
Rental and management | $430,525 | $394,396 | $1,233,222 | $1,152,722 |
Network development services | 13,580 | 14,872 | 42,919 | 32,458 |
Total operating revenues | 444,105 | 409,268 | 1,276,141 | 1,185,180 |
Costs of operations (exclusive of items shown separately below) | ||||
Rental and management | 101,128 | 93,696 | 283,549 | 272,579 |
Network development services | 7,466 | 10,161 | 25,324 | 18,710 |
Depreciation, amortization and accretion | 105,543 | 104,389 | 307,874 | 301,158 |
Selling, general, administrative and development expense (including stock-based compensation expense of $12,950, $13,249, $50,124, and $43,111 respectively) | 47,865 | 44,719 | 155,357 | 135,412 |
Other operating expenses | 3,026 | 1,936 | 8,228 | 3,308 |
Total operating expenses | 265,028 | 254,901 | 780,332 | 731,167 |
OPERATING INCOME | 179,077 | 154,367 | 495,809 | 454,013 |
OTHER (EXPENSE) INCOME: | ||||
Interest income, TV Azteca, net of interest expense of $372, $372, $1,116 and $1,117, respectively | 3,585 | 3,586 | 10,669 | 10,711 |
Interest income | 736 | 1,017 | 1,717 | 2,959 |
Interest expense | (64,122) | (63,546) | (188,345) | (191,568) |
Loss on retirement of long-term obligations | (391) | (959) | (6,385) | (1,195) |
Other income (expense) | 42 | 1,059 | 1,096 | (1,045) |
Total other expense | (60,150) | (58,843) | (181,248) | (180,138) |
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES AND INCOME ON EQUITY METHOD INVESTMENTS | 118,927 | 95,524 | 314,561 | 273,875 |
Income tax provision | (51,348) | (34,918) | (139,883) | (120,254) |
Income on equity method investments | 3 | 5 | 20 | 18 |
INCOME FROM CONTINUING OPERATIONS | 67,582 | 60,611 | 174,698 | 153,639 |
(LOSS) INCOME FROM DISCONTINUED OPERATIONS, NET OF INCOME TAX BENEFIT OF $2, $28, $3,174 and $104,966, RESPECTIVELY | (4) | (50) | 8,127 | 108,034 |
NET INCOME | 67,578 | 60,561 | 182,825 | 261,673 |
Net income attributable to noncontrolling interest | (223) | (95) | (580) | (266) |
NET INCOME ATTRIBUTABLE TO AMERICAN TOWER CORPORATION | $67,355 | $60,466 | $182,245 | $261,407 |
BASIC: | ||||
Income from continuing operations attributable to American Tower Corporation | 0.17 | 0.15 | 0.44 | 0.39 |
(Loss) income from discontinued operations attributable to American Tower Corporation | $0 | $0 | 0.02 | 0.27 |
Net income attributable to American Tower Corporation | 0.17 | 0.15 | 0.46 | 0.66 |
DILUTED: | ||||
Income from continuing operations attributable to American Tower Corporation | 0.17 | 0.15 | 0.43 | 0.36 |
(Loss) income from discontinued operations attributable to American Tower Corporation | $0 | $0 | 0.02 | 0.26 |
Net income attributable to American Tower Corporation | 0.17 | 0.15 | 0.45 | 0.62 |
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING: | ||||
BASIC | 397,315 | 393,567 | 397,305 | 396,187 |
DILUTED | 405,728 | 416,541 | 408,303 | 421,703 |
2_Statement Of Income Alternati
Statement Of Income Alternative (Parenthetical) (USD $) | ||||
In Thousands | 3 Months Ended
Sep. 30, 2009 | 3 Months Ended
Sep. 30, 2008 | 9 Months Ended
Sep. 30, 2009 | 9 Months Ended
Sep. 30, 2008 |
Selling, general, administrative and development expense, stock-based compensation expense | $12,950 | $13,249 | $50,124 | $43,111 |
Interest income, TV Azteca, interest expense | 372 | 372 | 1,116 | 1,117 |
(LOSS) INCOME FROM DISCONTINUED OPERATIONS, INCOME TAX BENEFIT | $2 | $28 | $3,174 | $104,966 |
Statement Of Cash Flows Indirec
Statement Of Cash Flows Indirect (USD $) | ||
In Thousands | 9 Months Ended
Sep. 30, 2009 | 9 Months Ended
Sep. 30, 2008 |
CASH FLOWS PROVIDED BY OPERATING ACTIVITIES: | ||
Net income | $182,825 | $261,673 |
Stock-based compensation expense | 50,124 | 43,111 |
Depreciation, amortization and accretion | 307,874 | 301,158 |
Deferred income taxes related to discontinued operations | (3,174) | (104,966) |
Other non-cash items reflected in statements of operations | 147,146 | 112,033 |
Increase in net deferred rent asset | (8,329) | (16,651) |
Decrease (increase) in restricted cash | 4,236 | (1,008) |
Increase in assets | (49,297) | (15,489) |
Increase in liabilities | 17,994 | 6,465 |
Cash provided by operating activities | 649,399 | 586,326 |
CASH FLOWS USED FOR INVESTING ACTIVITIES: | ||
Payments for purchase of property and equipment and construction activities | (182,427) | (165,194) |
Payments for acquisitions | (161,175) | (32,633) |
Proceeds from sale of available-for-sale securities and other long-term assets | 3,550 | 4,517 |
Deposits, restricted cash and investments | (4,329) | 1,843 |
Cash used for investing activities | (344,381) | (191,467) |
CASH FLOWS USED FOR FINANCING ACTIVITIES: | ||
Proceeds from issuance of senior debt | 300,000 | 0 |
Borrowings under credit facilities | 0 | 525,000 |
Repayments of notes payable, credit facilities and capital leases | (354,644) | (326,929) |
Purchases of Class A common stock | (189,670) | (631,901) |
Proceeds from stock options, warrants and stock purchase plan | 35,987 | 75,910 |
Deferred financing costs and other financing activities | (10,128) | (3,827) |
Cash used for financing activities | (218,455) | (361,747) |
Net effect of changes in foreign currency exchange rates on cash and cash equivalents | 34 | 0 |
NET INCREASE IN CASH AND CASH EQUIVALENTS | 86,597 | 33,112 |
CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR | 143,077 | 33,123 |
CASH AND CASH EQUIVALENTS, END OF PERIOD | 229,674 | 66,235 |
CASH PAID FOR INCOME TAXES | 32,760 | 27,442 |
CASH PAID FOR INTEREST | $160,567 | $168,815 |
Statement Of Shareholders Equit
Statement Of Shareholders Equity And Other Comprehensive Income (USD $) | |||||||
In Thousands, except Share data | Class A Common Stock
| Treasury Stock
| Additional Paid-in Capital
| Accumulated Other Comprehensive Income (Loss)
| Accumulated Deficit
| Noncontrolling Interest
| Total
|
BEGINNING BALANCE at Dec. 31, 2007 | $4,527 | ($2,047,818) | $7,772,382 | ($3,626) | ($2,703,373) | $3,342 | $3,025,434 |
BEGINNING BALANCE at Dec. 31, 2007 | 452,759,969 | (53,241,427) | |||||
Share based compensation related activity | 4,037,294 | ||||||
Share based compensation related activity | 41 | 118,382 | 118,423 | ||||
Issuance of common stock upon exercise of warrants | 672,540 | ||||||
Issuance of common stock upon exercise of warrants | 7 | 331 | 338 | ||||
Issuance of common stock - Stock Purchase Plan | 25,723 | ||||||
Issuance of common stock - Stock Purchase Plan | 982 | 982 | |||||
Treasury stock activity | (15,511,299) | ||||||
Treasury stock activity | (619,165) | (619,165) | |||||
Net change in fair value of cash flow hedges, net of tax | 2,901 | 2,901 | |||||
Net realized gain on cash flow hedges, net of tax | (76) | (76) | |||||
Net unrealized loss on available-for-sale securities, net of tax | (226) | (226) | |||||
Convertible notes exchanged for common stock | 3,241,587 | ||||||
Convertible notes exchanged for common stock | 32 | 53,334 | 53,366 | ||||
Distributions to noncontrolling interest | (421) | (421) | |||||
Net income | 261,407 | 266 | 261,673 | ||||
ENDING BALANCE at Sep. 30, 2008 | 460,737,113 | (68,752,726) | |||||
ENDING BALANCE at Sep. 30, 2008 | 4,607 | (2,666,983) | 7,945,411 | (1,027) | (2,441,966) | 3,187 | 2,843,229 |
BEGINNING BALANCE at Dec. 31, 2008 | 4,685 | (2,746,429) | 8,109,224 | (20,031) | (2,356,127) | 3,157 | 2,994,479 |
BEGINNING BALANCE at Dec. 31, 2008 | 468,513,843 | (71,536,947) | |||||
Share based compensation related activity | 2,004,347 | ||||||
Share based compensation related activity | 20 | 82,349 | 82,369 | ||||
Issuance of common stock upon exercise of warrants | 32,013 | ||||||
Issuance of common stock upon exercise of warrants | 138 | 138 | |||||
Issuance of common stock - Stock Purchase Plan | 46,639 | ||||||
Issuance of common stock - Stock Purchase Plan | 1 | 1,006 | 1,007 | ||||
Treasury stock activity | (5,909,101) | ||||||
Treasury stock activity | (187,183) | (187,183) | |||||
Net change in fair value of cash flow hedges, net of tax | 2,348 | 2,348 | |||||
Net realized gain on cash flow hedges, net of tax | 89 | 89 | |||||
Net unrealized loss on available-for-sale securities, net of tax | 225 | 225 | |||||
Convertible notes exchanged for common stock | 7,908,999 | ||||||
Convertible notes exchanged for common stock | 79 | 160,227 | 160,306 | ||||
Foreign currency translation adjustment | (1,051) | (1,051) | |||||
Distributions to noncontrolling interest | (401) | (401) | |||||
Net income | 182,245 | 580 | 182,825 | ||||
ENDING BALANCE at Sep. 30, 2009 | 478,505,841 | (77,446,048) | |||||
ENDING BALANCE at Sep. 30, 2009 | $4,785 | ($2,933,612) | $8,352,944 | ($18,420) | ($2,173,882) | $3,336 | $3,235,151 |
1.Description of Business, Basi
1.Description of Business, Basis of Presentation and Accounting Policies | |
9 Months Ended
Sep. 30, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
1.Description of Business, Basis of Presentation and Accounting Policies | 1. Description of Business, Basis of Presentation and Accounting Policies American Tower Corporation and subsidiaries (collectively, ATC or the Company) is an independent owner, operator and developer of wireless and broadcast communications sites in the United States, Mexico, Brazil and India. The Companys primary business is the leasing of antenna space on multi-tenant communications sites to wireless service providers and radio and television broadcast companies. The Company also manages rooftop and tower sites for property owners, operates in-building distributed antenna system (DAS) networks, and provides network development services that support its rental and management operations and the addition of new tenants and equipment on its sites. ATC is a holding company that conducts its operations through its directly and indirectly owned subsidiaries. ATCs principal United States operating subsidiaries are American Towers, Inc. and SpectraSite Communications, LLC (SpectraSite). ATC conducts its international operations through its subsidiary, American Tower International, Inc., which in turn conducts operations through its various international operating subsidiaries. The Companys international operations consist primarily of its operations in Mexico, Brazil and also include its recently established operations in India. The accompanying condensed consolidated financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission (SEC). The financial information included herein is unaudited; however, the Company believes that all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair presentation of the Companys financial position and results of operations for such periods have been included. Results of interim periods may not be indicative of results for the full year. The Company considers events or transactions that occur after the balance sheet date but before the financial statements are issued as additional evidence for certain estimates or to identify matters that require additional disclosure. Subsequent events have been evaluated up to the date of issuance of these financial statements. (See note 13.) These condensed consolidated financial statements and related notes should be read in conjunction with the Companys Annual Report on Form 10-K for the year ended December31, 2008. Significant Accounting Policies and Use of EstimatesThe preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (GAAP) requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. Actual results may differ from those estimates, and such differences could be material to the accompanying condensed consolidated financial statements. Recently Adopted Accounting StandardsIn September 2009, the Financial Accounting Standards Board (FASB) Accounting Standards Codification (FASB ASC) became the source of authoritative GAAP recognized by the FASB to be applied by nongovernme |
2.Short-Term Investments and Av
2.Short-Term Investments and Available-For-Sale Securities | |
9 Months Ended
Sep. 30, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
2.Short-Term Investments and Available-For-Sale Securities | 2. Short-Term Investments and Available-For-Sale Securities As of September30, 2009, short-term investments and available-for-sale securities included Brazilian Treasury securities of approximately $3.4 million, whose original maturities were in excess of three months, and approximately $0.4 million of available-for-sale securities. |
3.Goodwill and Other Intangible
3.Goodwill and Other Intangible Assets | |
9 Months Ended
Sep. 30, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
3.Goodwill and Other Intangible Assets | 3. Goodwill and Other Intangible Assets The changes in the carrying value of goodwill for the nine months ended September30, 2009 are as follows: Balance as of December31, 2008 $ 2,186,233 Additions 53,789 Effect of Foreign Currency Translation (602 ) Balance as of September30, 2009 $ 2,239,420 The Companys intangible assets subject to amortization consist of the following: EstimatedUseful Lives September30, 2009 December31, 2008 (years) (in thousands) Acquired network location (1) 20 $ 1,078,406 $ 1,055,313 Acquired customer base 15-20 749,962 737,108 Acquired customer relationships 20 812,062 775,000 Acquired licenses and other intangibles 5-15 21,574 21,574 Economic Rights, TV Azteca 70 30,292 30,292 Total 2,692,296 2,619,287 Less accumulated amortization (1,204,447 ) (1,103,521 ) Intangible assets, net 1,487,849 1,515,766 Deferred financing costs, net (2) N/A 44,551 50,389 Other intangible assets, net $ 1,532,400 $ 1,566,155 (1) Acquired network location intangibles are amortized over the shorter of the term of the corresponding ground lease or 20 years, as the Company considers these intangibles to be directly related to the tower assets. (2) Deferred financing costs are amortized over the term of the respective debt instruments to which they relate. This amortization is included in interest expense, rather than in amortization of intangibles. The Company amortizes these intangibles on a straight-line basis. As of September30, 2009, the weighted average amortization period of the Companys intangible assets, excluding the TV Azteca Economic Rights detailed in note 4 to the Companys consolidated financial statements included in the Companys Annual Report on Form 10-K for the year ended December31, 2008, was approximately 11 years. Amortization of intangible assets for the three and nine months ended September30, 2009 was approximately $36.2 million and $104.2 million (excluding amortization of deferred financing costs, which is included in interest expense), respectively. |
4.Financing Transactions
4.Financing Transactions | |
9 Months Ended
Sep. 30, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
4.Financing Transactions | 4. Financing Transactions Revolving Credit Facility and Term LoanAs of September30, 2009, the Company had $625.0 million outstanding under its $1.25 billion senior unsecured revolving credit facility (Revolving Credit Facility) and had approximately $4.7 million of undrawn letters of credit outstanding. In March 2008, the Company increased its borrowing capacity under the Revolving Credit Facility by adding $325.0 million of term loan commitments (Term Loan). As of September30, 2009, the Term Loan was fully drawn. The Company continues to maintain the ability to draw down and repay amounts under the Revolving Credit Facility in the ordinary course. 7.25% Senior Notes OfferingOn June10, 2009, the Company completed an institutional private placement of $300.0 million aggregate principal amount of its 7.25% senior unsecured notes due 2019 (7.25% Notes). The net proceeds to the Company from the offering were approximately $291.6 million, after deducting commissions and expenses. The Company used $210.2 million of the net proceeds to finance the repurchase of its outstanding 7.50% notes due 2012 (7.50% Notes) through a cash tender offer. In addition, the Company used $50.0 million of the net proceeds to repay certain of its outstanding indebtedness incurred under its Revolving Credit Facility. The 7.25% Notes mature on May15, 2019, and interest is payable semiannually in arrears on May15 and November15 of each year, commencing November15, 2009, to the persons in whose names the notes are registered at the close of business on the preceding May1 and November1, respectively. The Company may redeem the 7.25% Notes at any time at a redemption price equal to 100% of the principal amount, plus a make-whole premium, together with accrued interest to the redemption date. Interest on the notes will accrue from June10, 2009 and will be computed on the basis of a 360-day year comprised of twelve 30-day months. If the Company undergoes a change of control and ratings decline, each as defined in the indenture for the 7.25% Notes, the Company may be required to repurchase all of the 7.25% Notes at a purchase price equal to 101% of the principal amount, plus accrued and unpaid interest, if any, and additional interest, if any, to but not including the date of repurchase. The 7.25% Notes rank equally with all of the Companys other senior unsecured debt and are structurally subordinated to all existing and future indebtedness and other obligations of the Companys subsidiaries. The indenture contains certain covenants that restrict the Companys ability to merge, consolidate or sell assets and the Companys and its subsidiaries abilities to incur liens. These covenants are subject to a number of exceptions, including that the Company and its subsidiaries may incur liens on assets, mortgages or other liens securing indebtedness, if the aggregate amount of such liens does not exceed 3.5x Adjusted EBITDA as defined in the indenture. Tender Offer for and Redemption of 7.50% Senior NotesDuring the nine months ended September30, 2009, the Company repurchased $204.2 million aggregate principal amount of the 7.50% Notes pursuant to a cash tender offer. |
5.Derivative Financial Instrume
5.Derivative Financial Instruments | |
9 Months Ended
Sep. 30, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
5.Derivative Financial Instruments | 5. Derivative Financial Instruments The Company is exposed to certain risks related to its ongoing business operations. The primary risk managed through the use of derivative instruments is interest rate risk. The Company enters into interest rate protection agreements to manage exposure on the variable rate debt under its credit facilities and to manage variability in cash flows relating to forecasted interest payments. Under these agreements, the Company is exposed to credit risk to the extent that a counterparty fails to meet the terms of a contract. The Companys credit risk exposure is limited to the current value of the contract at the time the counterparty fails to perform. The Company believes its contracts as of September30, 2009 are with creditworthy institutions. If a derivative is designated as a cash flow hedge, the effective portions of changes in the fair value of the derivative are recorded in accumulated other comprehensive income (loss) and are recognized in the results of operations when the hedged item affects earnings. Ineffective portions of changes in the fair value of cash flow hedges are recognized immediately in the results of operations. For derivative instruments not designated as hedging instruments, changes in fair value are recognized in the results of operations in the period in which the change occurs. As of September30, 2009, the Company held fifteen interest rate swap agreements, all of which have been designated as cash flow hedges, and which have an aggregate notional amount of $775.0 million, interest rates ranging from 2.86% to 4.08% and expiration dates through March 2011. The Company utilizes these interest rate swap agreements to manage its exposure to variability in cash flows relating to forecasted interest payments under its Revolving Credit Facility and Term Loan. As of September30, 2009, the carrying amounts of the Companys derivative financial instruments, along with the estimated fair values of the related liabilities are as follows (in thousands): BalanceSheetLocation Notional Amount CarryingAmount and Fair Value Liabilities: Interest rate swap agreements Other long-term liabilities $ 775,000 $ 22,797 During the nine months ended September30, 2009, the interest rate swap agreements held by the Company had the following impact on other comprehensive income (OCI) included in the condensed consolidated balance sheet and in the condensed consolidated statement of operations: Amountof Gain/(Loss) RecognizedinOCI onDerivatives (EffectivePortion) LocationofGain/(Loss) Reclassifiedfrom AccumulatedOCIinto Income (Effective Portion) Amount of Gain/(Loss) Reclassifiedfrom AccumulatedOCIinto Income (Effective Portion) LocationofGain/(Loss) RecognizedinIncomeon Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing) Gain/(Loss)Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing) $(15,545) Interestexpense $ (13,197 ) N/A N/A In May 2009, the Company entered into a foreign currency exchange contract to hedg |
6.Fair Value Measurements
6.Fair Value Measurements | |
9 Months Ended
Sep. 30, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
6.Fair Value Measurements | 6. Fair Value Measurements The Company determines the fair market values of its financial instruments based on the fair value hierarchy established in the Fair Value Measurements and Disclosures Topic of the FASB ASC, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The Fair Value Measurements and Disclosures Topic describes the following three levels of inputs that may be used to measure fair value: Level1 Quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. Level2 Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level3 Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Items Measured at Fair Value on a Recurring BasisAssets and liabilities measured at fair value on a recurring basis as of September30, 2009 consist of the following (in thousands): FairValueMeasurementsUsing Assets/Liabilities at Fair Value Level1 Level2 Level3 Assets: Short-term investments and available-for-sale securities(1) $ 3,844 $ 3,844 Liabilities: Interest rate swap agreements (2) $ 22,797 $ 22,797 (1) Consists of available-for-sale securities traded on active markets as well as certain Brazilian Treasury securities that are highly liquid and actively traded in over-the-counter markets. (2) Consists of interest rate swap agreements based on the London Interbank Offering Rate (LIBOR) swap rate whose value is determined using a pricing model with inputs that are observable in the market or can be derived principally from, or corroborated by, observable market data. The fair value of the Companys interest rate swap agreements recorded as liabilities is included in other long-term liabilities in the accompanying condensed consolidated balance sheet as of September30, 2009. Fair valuations of the Companys interest rate swap agreements reflect the value of the instrument including the values associated with counterparty risk and the Companys own credit standing. The Company includes in the valuation of the derivative instrument the value of the net credit differential between the counterparties to the derivative contract. Items Measured at Fair Value on a Nonrecurring BasisThe Companys long-lived assets, intangibles and goodwill are measured at fair value on a nonrecurring basis. During the nine months ended September30, 2009, the Company did not record any significant changes to the fair value of these assets as a result of an impairment. Fair Value of Financial InstrumentsThe carrying value of the Companys financial instruments, with the exception of long-term obligations, including current porti |
7.Income Taxes
7.Income Taxes | |
9 Months Ended
Sep. 30, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
7.Income Taxes | 7. Income Taxes The Company provides for income taxes at the end of each interim period based on the estimated effective tax rate for the full fiscal year. Cumulative adjustments to the Companys estimate are recorded in the interim period in which a change in the estimated annual effective rate is determined. As of September30, 2009 and December31, 2008, the total amount of unrecognized tax benefits that would affect the effective tax rate, if recognized, was $43.3 million and $47.8 million, respectively. The Company expects the unrecognized tax benefits to change over the next 12 months if certain tax matters ultimately settle with the applicable taxing jurisdiction during this timeframe, as described in note 11 to the Companys consolidated financial statements included in the Companys Annual Report on Form 10-K for the year ended December31, 2008. The impact of the amount of such changes to previously recorded uncertain tax positions could range from zero to $1.0 million. The Company recorded penalties and tax-related interest benefits during the three and nine months ended September30, 2009 of $0.4 million and $14.9 million, respectively. During the three and nine months ended September30, 2008, the Company recorded penalties and tax-related interest expense of $1.7 million and $5.3 million, respectively. As of September30, 2009 and December31, 2008, the total amount of accrued income tax-related interest and penalties included in other long-term liabilities in the condensed consolidated balance sheets was $14.8 million and $29.1 million, respectively. During the nine months ended September30, 2009, the Company recognized approximately $10.2 million of tax benefits previously considered uncertain as a result of the expiration of the applicable statute of limitations in one of its foreign jurisdictions. In addition, as a result of the findings in the audit described below, the Company reviewed certain deductions and reversed approximately $4.5 million of previously recognized tax benefits which are now considered uncertain. The Company files numerous consolidated and separate income tax returns, including U.S. federal and state tax returns and foreign tax returns. The Company is subject to examinations in various U.S. state jurisdictions for certain tax years. As a result of the Companys ability to carry forward federal and state net operating losses, the applicable tax years remain open to examination until three years after the applicable loss carry forwards have been used or expired. The U.S. federal income tax examinations for tax years 2004 and 2005 were concluded during the nine months ended September30, 2009. Upon conclusion of the examinations, the Company recognized additional income tax expense of $13.7 million relating to the disallowance of certain deductions, which is reflected in the accompanying condensed consolidated statement of operations for the nine months ended September30, 2009. |
8.Stock-Based Compensation
8.Stock-Based Compensation | |
9 Months Ended
Sep. 30, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
8.Stock-Based Compensation | 8. Stock-Based Compensation The Company recognized non-cash stock-based compensation expense during the three and nine months ended September30, 2009 of approximately $13.0 million and $50.1 million, respectively, and non-cash stock-based compensation expense during the three and nine months ended September30, 2008 of approximately $13.2 million and $43.1 million, respectively. Non-cash stock-based compensation expense for the nine months ended September30, 2009 includes $6.6 million related to the modification of certain stock option awards during the nine months ended September30, 2009. The Company did not capitalize any non-cash stock-based compensation during the nine months ended September30, 2009 and 2008. StockOptionsDuring the nine months ended September30, 2009, the Company granted stock options to purchase 1.7million shares of its Common Stock pursuant to its 2007 Equity Incentive Plan (2007 Plan). The following table summarizes the Companys option activity for the nine months ended September30, 2009: Number of Options Outstanding as of January 1, 2009 13,185,866 Granted 1,672,050 Exercised (1,803,288 ) Forfeited (361,603 ) Outstanding as of September 30, 2009 12,693,025 The Company estimates the fair value of each option grant on the date of grant using the Black-Scholes option pricing model. The following assumptions were used to determine the grant date fair value for options granted during the nine months ended September30, 2009: Range of risk-free interest rate 1.41%-2.04% Weighted average risk-free interest rate 1.71% Expected life of option grants 4.00years Range of expected volatility of underlying stock price 36.16%-36.63% Weighted average expected volatility of underlying stock price 36.23% Expected annual dividends N/A As of September30, 2009, total unrecognized compensation expense related to unvested stock options was $39.7 million, and is expected to be recognized over a weighted average period of approximately two years. A summary of the weighted average grant date fair value and the fair value of options vested during the nine months ended September30, 2009 is as follows: Weighted average grant date fair value per share $ 8.92 Weighted average fair value of options vested (in millions) $ 40.43 Restricted Stock UnitsDuring the nine months ended September30, 2009, the Company granted restricted stock units with respect to 1.3million shares of its Common Stock pursuant to the 2007 Plan. The following table summarizes the Companys restricted stock unit activity during the nine months ended September30, 2009: Number of Units Outstanding as of January 1, 2009 1,138,268 Granted 1,294,313 Vested (285,111 ) Forfeited (101,613 ) Outstanding as of September 30, 2009 2,045,857 The total fair value of the restricted stock units that vested during the nine months ended September30, 2009 was $10.6 million. As of September30, 2009, total unrecognized compensation expense related to unvested restricted stock |
9.Earnings per Common Share
9.Earnings per Common Share | |
9 Months Ended
Sep. 30, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
9.Earnings per Common Share | 9. Earningsper Common Share Basic income from continuing operations per common share represents income from continuing operations attributable to American Tower Corporation divided by the weighted average number of common shares outstanding during the period. Diluted income from continuing operations per common share represents income from continuing operations attributable to American Tower Corporation divided by the weighted average number of common shares outstanding during the period and any dilutive common share equivalents, including shares issuable upon exercise of stock options and warrants as determined under the treasury stock method and upon conversion of the Companys convertible notes, as determined under the if-converted method. For the three and nine months ended September30, 2009, the weighted average number of common shares outstanding excludes shares issuable upon conversion of the Companys convertible notes of 1.2million, and shares issuable upon exercise of the Companys stock options and share based awards of 7.4million and 10.4million, respectively, as the effect would be anti-dilutive. For the three and nine months ended September30, 2008, the weighted average number of common shares outstanding excludes shares issuable upon conversion of the Companys convertible notes of 1.2million, and shares issuable upon exercise of the Companys stock options and share based awards of 6.2million and 6.1million, respectively, as the effect would be anti-dilutive. The following table sets forth basic and diluted income from continuing operations per common share computational data for the three and nine months ended September30, 2009 and 2008 (in thousands, except per share data): Three Months Ended September30, Nine Months Ended September30, 2009 2008 2009 2008 Income from continuing operations attributable to American Tower Corporation $ 67,359 $ 60,516 $ 174,118 $ 153,373 Effect of convertible notes 249 22 1,743 120 Income available to common shareholders, as adjusted for diluted earnings $ 67,608 $ 60,538 $ 175,861 $ 153,493 Basic weighted average common shares outstanding 397,315 393,567 397,305 396,187 Dilutive securities: Stock options, warrants and convertible notes 8,413 22,974 10,998 25,516 Diluted weighted average common shares outstanding 405,728 416,541 408,303 421,703 Basic income from continuing operations attributable to American Tower Corporation per common share $ 0.17 $ 0.15 $ 0.44 $ 0.39 Diluted income from continuing operations attributable to American Tower Corporation per common share $ 0.17 $ 0.15 $ 0.43 $ 0.36 |
10.Commitments and Contingencie
10.Commitments and Contingencies | |
9 Months Ended
Sep. 30, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
10.Commitments and Contingencies | 10. Commitments and Contingencies Legal and Governmental Proceedings Related to Review of Stock Option Granting Practices and Related AccountingDuring the year ended December31, 2006, the Company received a letter of informal inquiry from the SEC Division of Enforcement, a subpoena from the United States Attorneys Office for the Eastern District of New York, and an Information Document Request from the Internal Revenue Service (IRS), each requesting documents and other information related to Company stock option grants and stock option practices. In addition, in August 2007, the Company received a request for information from the Department of Labor (DOL) with respect to the Companys retirement savings plan, including documents related to Company stock option grants and the Companys historical stock option administrative practices. The Company has become aware that a former officer of the Company has received and responded to a Wells notice from the SEC, which affords such individual the opportunity to make a submission to the SEC with respect to contemplated civil enforcement recommendations against such individual for certain violations of the federal securities laws. In September 2008, the DOL concluded its review and advised the Company that no action would be taken. The reviews being conducted by the SEC, the U.S. Attorneys Office and the IRS remain ongoing, and the Company continues to cooperate on these matters. For more information, see note 16 to the consolidated financial statements included in the Companys Annual Report on Form 10-K for the year ended December31, 2008. The Company was subject to a securities class action relating to its historical stock option granting practices and related accounting. On May26, 2006, a purported securities class action was filed by John S. Greenebaum in United States District Court for the District of Massachusetts against the Company and certain of its current officers for monetary relief. Specifically, the complaint named the Company, James D. Taiclet, Jr. and Bradley E. Singer as defendants and alleged that the defendants violated federal securities laws in connection with public statements made relating to the Companys stock option practices and related accounting. The complaint asserted claims under Sections 10(b) and 20(a) of the Exchange Act and SEC Rule 10b-5. In December 2006, the court appointed the Steamship Trade Association-International Longshoremans Association Pension Fund as the lead plaintiff. In March 2007, plaintiffs filed an amended consolidated complaint, which included additional current and former officers and directors of the Company as defendants. In December 2007, the Company reached a settlement in principle regarding the securities class action. The settlement, which was preliminarily approved by the court in February 2008, provided for a payment by the Company of $14.0 million and the dismissal of all claims against all defendants in the litigation. The Company paid $250,000 of the settlement amount to an escrow account controlled by the plaintiffs during the quarter ended March31, 2008. In April 2008, the Company paid the remaining settlement amount of $ |
11.Business Acquisition
11.Business Acquisition | |
9 Months Ended
Sep. 30, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
11.Business Acquisition | 11. Business Acquisition XCEL AcquisitionOn May27, 2009, the Company acquired 100% of the outstanding common and preferred stock of XCEL for an aggregate cash purchase price of approximately $96.0 million, consisting of $98.0 million in cash paid, net of preliminary purchase price adjustments of approximately $2.0 million. XCEL provides shared telecom infrastructure services to telecom operators in India. At closing, XCEL owned approximately 1,660 towers located in fifteen telecom circles in India. Additionally, XCEL had approximately 70 towers in various stages of development. The acquisition of XCEL is consistent with the Companys strategy to expand in selected international markets. The acquisition of XCEL has been accounted for as a business combination in accordance with the Business Combinations Topic of the FASB ASC. The operating results of the acquired business have been included in the Companys condensed consolidated results of operations since the date of acquisition. The operating results of XCEL for periods prior to the acquisition by the Company were not material to the Companys condensed consolidated results of operations and accordingly, pro forma results of operations have not been presented. The purchase price was preliminarily allocated to the acquired assets and liabilities based on the estimated fair value of the acquired assets and assumed liabilities at the date of acquisition. The preliminary goodwill of $53.8 million is calculated as the purchase premium after first allocating the purchase price to the fair value of net assets acquired and represents future growth opportunities and established infrastructure that XCEL provides. The allocation of the purchase price will be finalized upon completion of analyses of the fair value of XCELs assets and liabilities and certain tax matters. These analyses include examination of the underlying book and tax records, completion of an appraisal of certain tangible and intangible assets and liabilities and a full assessment of legal and tax contingencies. Certain immaterial adjustments will be made to the assets acquired and liabilities assumed upon completion of updated analyses of the fair value of XCELs assets and liabilities. The following table summarizes the aggregate purchase consideration paid for XCEL and the amounts of assets acquired and liabilities assumed at the acquisition date (in thousands): Current assets (1) $ 27,871 Other non-current assets (2) 30,219 Property and equipment 83,523 Intangible assets (3) 38,091 Current liabilities (23,066 ) Long-term debt (72,013 ) Other long-term liabilities (2) (42,372 ) Fair value of net assets acquired $ 42,253 Preliminary goodwill (4) 53,789 (1) Includes approximately $5.8 million of accounts receivable which approximates the gross value due the Company under certain contractual arrangements. (2) Includes contingent amounts of approximately $25.6 million related to tax positions related to the acquisition and a related indemnification asset. (3) Consists of customer relationships of a |
12.Business Segments
12.Business Segments | |
9 Months Ended
Sep. 30, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
12.Business Segments | 12. Business Segments The Company operates in two business segments: rental and management and network development services. The rental and management segment provides for the leasing and subleasing of antenna space on multi-tenant towers and other properties for a diverse range of customers primarily in the wireless communications and broadcast industries. The network development services segment provides third party services that are complementary to the Companys rental and management operations and that facilitate the addition of new tenants and equipment on the Companys towers, including site acquisition, zoning, permitting, construction management and structural analysis. The accounting policies applied in compiling segment information below are similar to those described in the Companys Annual Report on Form 10-K for the year ended December31, 2008. In evaluating financial performance, management focuses on segment gross margin and segment operating profit. The Company defines segment gross margin as segment revenue less segment operating expenses excluding depreciation, amortization and accretion; selling, general, administrative and development expense; and other operating expenses. The Company defines segment operating profit as segment gross margin less selling, general, administrative and development expense attributable to the segment, excluding stock-based compensation expense and corporate expenses. For reporting purposes, the rental and management segment operating profit and segment gross margin also include interest income, TV Azteca, net. These measures of segment gross margin and segment operating profit are also before interest income, interest expense, loss on retirement of long-term obligations, other (expense) income, noncontrolling interest in net earnings of subsidiaries, income on equity method investments, income taxes and discontinued operations. The Companys reportable segments are strategic business units that offer different services. They are managed separately because each segment requires different resources, skill sets and marketing strategies. Summarized financial information concerning the Companys reportable segments for the three and nine months ended September30, 2009 and 2008 is shown in the table below. The Other column below represents amounts excluded from specific segments, such as stock-based compensation expense and corporate expenses included in selling, general, administrative and development expense; other operating expenses; interest income; interest expense; loss on retirement of long-term obligations; and other (expense) income, as well as reconciles segment operating profit to income before income taxes and income on equity method investments. Three months ended September30, Rental and Management Network Development Services Other Total (in thousands) 2009 Segment revenues $ 430,525 $ 13,580 $ 444,105 Segment operating expenses 101,128 7,466 108,594 Interest income, TV Azteca, net 3,585 3,585 Segment gross margin 332,982 |
13.Subsequent Events
13.Subsequent Events | |
9 Months Ended
Sep. 30, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
13.Subsequent Events | 13. Subsequent Events 4.625% Senior Notes OfferingOn October20, 2009, the Company completed an institutional private placement of $600.0 million aggregate principal amount of its 4.625% senior notes due 2015 (4.625% Notes). The net proceeds to the Company from the offering were approximately $594.1 million, after deducting commissions and expenses. The Company will use $508.9 million of the net proceeds to finance the redemption of its outstanding 7.125% senior notes due 2012 (7.125% Notes), which is set for November13, 2009. The remainder of the net proceeds will be used for general corporate purposes. The 4.625% Notes will mature on April1, 2015, and interest is payable semi-annually in arrears on April1 and October1 of each year, beginning on April1, 2010, to the persons in whose names the notes are registered at the close of business on the preceding March15 and September15, respectively. The Company may redeem the 4.625% Notes at any time at a redemption price equal to 100% of the principal amount, plus a make-whole premium, together with accrued interest to the redemption date. Interest on the notes will accrue from October20, 2009 and will be computed on the basis of a 360-day year comprised of twelve 30-day months. If the Company undergoes a change of control and ratings decline, each as defined in the indenture for the 4.625% Notes, the Company may be required to repurchase all of the 4.625% Notes at a purchase price equal to 101% of the principal amount, plus accrued and unpaid interest, if any, and additional interest, if any, to but not including the date of repurchase. The 4.625% Notes rank equally with all of the Companys other senior unsecured debt and are structurally subordinated to all existing and future indebtedness and other obligations of the Companys subsidiaries. The indenture contains certain covenants that limit the Companys ability to merge, consolidate or sell assets and the Companys and its subsidiaries abilities to incur liens. These covenants are subject to a number of exceptions, including that the Company and its subsidiaries may incur certain liens on assets, mortgages or other liens securing indebtedness, if the aggregate amount of such liens shall not exceed 3.5x Adjusted EBITDA, as defined in the indenture. 7.125% Senior NotesOn October14, 2009, the Company issued a notice for the redemption of the principal amount of its outstanding 7.125% Notes. In accordance with the redemption provisions and the indenture for the 7.125% Notes, the 7.125% Notes will be redeemed at a price equal to 101.781% of the principal amount. In addition, the Company will pay accrued and unpaid interest on the redeemed notes up to, but excluding, the redemption date, which is set for November13, 2009. Asia AcquisitionOn October28, 2009, the Company completed the acquisition of Insight Infrastructure Pte. Ltd, and its principal operating subsidiary Transcend Infrastructure Limited (Insight). At closing, Insight owned 326 towers, which are located in a number of telecom circles in India. Additionally, Insight had approximately 40 towers in various stages of development that the Company plans to complete over th |
Document Information
Document Information | |
9 Months Ended
Sep. 30, 2009 USD / shares | |
Document Information [Text Block] | |
Document Type | 10-Q |
Amendment Flag | false |
Document Period End Date | 2009-09-30 |
Entity Information
Entity Information (USD $) | ||
9 Months Ended
Sep. 30, 2009 | Oct. 23, 2009
| |
Entity [Text Block] | ||
Trading Symbol | AMT | |
Entity Registrant Name | AMERICAN TOWER CORP /MA/ | |
Entity Central Index Key | 0001053507 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 401,452,260 |