sbac-20220630x10q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

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

For the quarterly period ended June 30, 2022

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

For the transition period from __________ to __________

Commission file number: 001-16853

SBA COMMUNICATIONS CORPORATION

(Exact name of Registrant as specified in its charter)


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


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

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

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


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

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

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

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


Large Accelerated Filer	x	Accelerated Filer	¨

Non-Accelerated Filer	¨	Smaller Reporting Company	¨

		Emerging Growth Company	¨

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

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

Indicate the number of shares outstanding of each issuer’s classes of common stock, as of the latest practicable date: 107,878,343 shares of Class A common stock as of July 27, 2022.

PART I – FINANCIAL INFORMATION

ITEM 1: FINANCIAL STATEMENTS

SBA COMMUNICATIONS CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS (in thousands, except par values)



	June 30,		December 31,
	2022		2021
ASSETS	(unaudited)
Current assets:
Cash and cash equivalents	$	183,067	$	367,278
Restricted cash		64,495		65,561
Accounts receivable, net		115,137		101,950
Costs and estimated earnings in excess of billings on uncompleted contracts		54,781		48,844
Prepaid expenses and other current assets		77,419		30,813
Total current assets		494,899		614,446
Property and equipment, net		2,677,983		2,575,487
Intangible assets, net		2,800,562		2,803,247
Operating lease right-of-use assets, net		2,355,881		2,268,470
Acquired and other right-of-use assets, net		1,002,785		964,405
Other assets		679,827		575,644
Total assets	$	10,011,937	$	9,801,699
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS,
AND SHAREHOLDERS' DEFICIT
Current Liabilities:
Accounts payable	$	41,455	$	34,066
Accrued expenses		85,697		68,070
Current maturities of long-term debt		662,720		24,000
Deferred revenue		199,829		184,380
Accrued interest		50,841		49,096
Current lease liabilities		256,572		238,497
Other current liabilities		21,086		18,222
Total current liabilities		1,318,200		616,331
Long-term liabilities:
Long-term debt, net		11,817,504		12,278,694
Long-term lease liabilities		2,047,385		1,981,353
Other long-term liabilities		227,578		191,475
Total long-term liabilities		14,092,467		14,451,522
Redeemable noncontrolling interests		39,881		17,250
Shareholders' deficit:
Preferred stock - par value $0.01, 30,000 shares authorized, no shares issued or outstanding		—		—
Common stock - Class A, par value $0.01, 400,000 shares authorized, 107,872 shares and
108,956 shares issued and outstanding at June 30, 2022 and December 31, 2021,
respectively		1,079		1,089
Additional paid-in capital		2,717,963		2,681,347
Accumulated deficit		(7,531,180)		(7,203,531)
Accumulated other comprehensive loss, net		(626,473)		(762,309)
Total shareholders' deficit		(5,438,611)		(5,283,404)
Total liabilities, redeemable noncontrolling interests, and shareholders' deficit	$	10,011,937	$	9,801,699

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

SBA COMMUNICATIONS CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

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


	For the three months				For the six months
	ended June 30,				ended June 30,
	2022		2021		2022		2021

Revenues:
Site leasing	$	580,233	$	524,095	$	1,139,665	$	1,029,197
Site development		71,773		51,433		132,111		95,069
Total revenues		652,006		575,528		1,271,776		1,124,266
Operating expenses:
Cost of revenues (exclusive of depreciation, accretion,
and amortization shown below):
Cost of site leasing		111,515		95,350		218,670		190,718
Cost of site development		54,497		40,409		100,269		74,815
Selling, general, and administrative expenses ⁽¹⁾		63,274		53,945		125,398		105,546
Acquisition and new business initiatives related
adjustments and expenses		6,829		6,794		11,933		11,795
Asset impairment and decommission costs		8,521		3,797		17,033		8,700
Depreciation, accretion, and amortization		176,392		175,469		350,716		359,350
Total operating expenses		421,028		375,764		824,019		750,924
Operating income		230,978		199,764		447,757		373,342
Other income (expense):
Interest income		1,517		547		4,020		1,179
Interest expense		(84,315)		(90,544)		(166,566)		(180,639)
Non-cash interest expense		(11,529)		(11,812)		(23,054)		(23,615)
Amortization of deferred financing fees		(4,922)		(4,865)		(9,804)		(9,755)
Loss from extinguishment of debt, net		—		(2,020)		—		(13,672)
Other (expense) income, net		(66,141)		108,849		42,019		20,410
Total other (expense) income, net		(165,390)		155		(153,385)		(206,092)
Income before income taxes		65,588		199,919		294,372		167,250
Benefit (provision) for income taxes		3,563		(47,250)		(36,914)		(26,328)
Net income		69,151		152,669		257,458		140,922
Net loss attributable to noncontrolling interests		365		—		682		—
Net income attributable to SBA Communications
Corporation	$	69,516	$	152,669	$	258,140	$	140,922
Net income per common share attributable to SBA
Communications Corporation:
Basic	$	0.64	$	1.40	$	2.39	$	1.29
Diluted	$	0.64	$	1.37	$	2.36	$	1.27
Weighted average number of common shares
Basic		107,850		109,412		107,966		109,441
Diluted		109,347		111,301		109,443		111,210

(1)Includes non-cash compensation of $23,248 and $21,077 for the three months ended June 30, 2022 and 2021, respectively, and $47,364 and $40,661 for the six months ended June 30, 2022 and 2021, respectively.

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

SBA COMMUNICATIONS CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(unaudited) (in thousands)



	For the three months				For the six months
	ended June 30,				ended June 30,

	2022		2021		2022		2021

Net income	$	69,151	$	152,669	$	257,458	$	140,922
Adjustments related to interest rate swaps		23,833		5,565		109,155		48,352
Foreign currency translation adjustments		(59,021)		63,869		26,485		20,235
Comprehensive income		33,963		222,103		393,098		209,509
Comprehensive loss attributable to noncontrolling interests		444		—		878		—
Comprehensive income attributable to SBA
Communications Corporation	$	34,407	$	222,103	$	393,976	$	209,509

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, 2022	107,806	$	1,078	$	2,688,835	$	(7,523,696)	$	(591,364)	$	(5,425,147)
Net income attributable to SBA
Communications Corporation	—		—		—		69,516		—		69,516
Common stock issued in connection with equity
awards and stock purchase plans, offset
by the impact of net share settlements	66		1		9,010		—		—		9,011
Non-cash stock compensation	—		—		24,406		—		—		24,406
Adjustments related to interest rate swaps	—		—		—		—		23,833		23,833
Foreign currency translation adjustments



		Page
PART I – FINANCIAL INFORMATION

Item 1.	Financial Statements
	Consolidated Balance Sheets as of June 30, 2022 (unaudited) and December 31, 2021	1
	Consolidated Statements of Operations (unaudited) for the three and six months ended June 30, 2022 and 2021	2
	Consolidated Statements of Comprehensive Income (unaudited) for the three and six months ended June 30, 2022 and 2021	3
	Consolidated Statement of Shareholders’ Deficit (unaudited) for the three and six months ended June 30, 2022 and 2021	4
	Consolidated Statements of Cash Flows (unaudited) for the six months ended June 30, 2022 and 2021	6
	Condensed Notes to Consolidated Financial Statements (unaudited)	8
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	21
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	38
Item 4.	Controls and Procedures	41

PART II – OTHER INFORMATION

Item 6.	Exhibits	41


SIGNATURES		42