SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): January 21, 1999
(January 21, 1999)
AMERICAN TOWER CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware 001-14195 65-0723837
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
116 Huntington Avenue
Boston, Massachusetts 02116
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(Address of Principal Executive Offices) (Zip Code)
(617) 375-7500
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(Registrant's telephone number, including area code)
Item 5. Other Event.
American Tower Corporation (NYSE: AMT) announced on January 21, 1999 that
it has filed a registration statement with the Securities and Exchange
Commission to register the public offering of 18.0 million shares of Class A
Common Stock by the company (exclusive of an over-allotment option of 1,930,000
shares which the company has granted to the underwriters). In addition, certain
selling stockholders plan to sell 1.3 million shares as part of this
registration. The offering price per share will be determined based on the
current market price of the Class A Common Stock. Proceeds from the offering
will be used by the company to finance tower acquisitions and construction
projects and for general working capital purposes. Credit Suisse First Boston is
the lead underwriter for the offering. The company expects to complete the
offering in early February, subject to market conditions.
A registration statement relating to these securities has been filed with the
Securities and Exchange Commission but has not yet become effective. These
securities may not be sold nor may offers to buy be accepted prior to the time
the registration statement becomes effective. This communication shall not
constitute an offer to sell or the solicitation of an offer to buy nor shall
there be any sale of these securities in any state in which such offer,
solicitation or sale would be unlawful prior to registration or qualification
under the securities laws of any such state.
Copies of a Preliminary Prospectus may be obtained from the Prospectus
Department of Credit Suisse First Boston, 11 Madison Avenue, New York, New York
10010.
American Tower Corporation is a leading independent owner and operator of
broadcast and wireless communications sites in the United States, and giving
effect to announced pending transactions, will operate more than 3,200 towers in
44 states and the District of Columbia. Based in Boston, the Company has a
national footprint with regional hubs in Boston, Atlanta, Chicago, Houston, and
San Francisco.
* * *
This press release contains "forward-looking statements" concerning future
expectations, plans or strategies that involve a number of risks and
uncertainties. The Company wishes to caution readers that certain factors
may have affected the Company's actual results and could cause results for
subsequent periods to differ materially from those expressed in any forward-
looking statement made by or on behalf of the Company. Such factors include,
but are not limited to (i) substantial capital requirements and leverage
principally as a consequence of its ongoing acquisitions and construction
activities, (ii) dependence on demand for wireless communications and
implementation of digital television, (iii) the success of the Company's
tower construction program, and (iv) the successful operational integration
of the Company's business acquisitions. The Company undertakes no obligation
to update forward-looking statements to reflect subsequently occurring events
or circumstances.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
AMERICAN TOWER CORPORATION
(Registrant)
Date: January 21, 1999
By: /s/ Justin D. Benincasa
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Name: Justin D. Benincasa
Title: Vice President and Corporate Controller