sbac-20230630x10q

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, 2023

¨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: 108,382,724 shares of Class A common stock as of July 26, 2023.

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,
	2023		2022
ASSETS	(unaudited)
Current assets:
Cash and cash equivalents	$	179,169	$	143,708
Restricted cash		72,077		41,959
Accounts receivable, net		160,311		184,368
Costs and estimated earnings in excess of billings on uncompleted contracts		42,146		79,549
Prepaid expenses and other current assets		64,914		33,149
Total current assets		518,617		482,733
Property and equipment, net		2,712,201		2,713,727
Intangible assets, net		2,628,077		2,776,472
Operating lease right-of-use assets, net		2,362,254		2,381,955
Acquired and other right-of-use assets, net		1,528,070		1,507,781
Other assets		855,251		722,373
Total assets	$	10,604,470	$	10,585,041
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS,
AND SHAREHOLDERS' DEFICIT
Current Liabilities:
Accounts payable	$	47,027	$	51,427
Accrued expenses		84,121		101,484
Current maturities of long-term debt		24,000		24,000
Deferred revenue		230,072		154,553
Accrued interest		55,104		54,173
Current lease liabilities		274,828		262,365
Other current liabilities		23,237		48,762
Total current liabilities		738,389		696,764
Long-term liabilities:
Long-term debt, net		12,571,931		12,844,162
Long-term lease liabilities		2,018,065		2,040,628
Other long-term liabilities		330,842		248,067
Total long-term liabilities		14,920,838		15,132,857
Redeemable noncontrolling interests		37,573		31,735
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, 108,381 shares and
107,997 shares issued and outstanding at June 30, 2023 and December 31, 2022,
respectively		1,084		1,080
Additional paid-in capital		2,824,994		2,795,176
Accumulated deficit		(7,362,838)		(7,482,061)
Accumulated other comprehensive loss, net		(555,570)		(590,510)
Total shareholders' deficit		(5,092,330)		(5,276,315)
Total liabilities, redeemable noncontrolling interests, and shareholders' deficit	$	10,604,470	$	10,585,041

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,
	2023		2022		2023		2022

Revenues:
Site leasing	$	626,143	$	580,233	$	1,243,411	$	1,139,665
Site development		52,357		71,773		110,605		132,111
Total revenues		678,500		652,006		1,354,016		1,271,776
Operating expenses:
Cost of revenues (exclusive of depreciation, accretion,
and amortization shown below):
Cost of site leasing		115,014		111,515		235,133		218,670
Cost of site development		39,236		54,497		83,421		100,269
Selling, general, and administrative expenses ⁽¹⁾		63,383		63,274		135,592		125,398
Acquisition and new business initiatives related
adjustments and expenses		4,953		6,829		11,010		11,933
Asset impairment and decommission costs		32,867		8,521		59,257		17,033
Depreciation, accretion, and amortization		181,820		176,392		364,235		350,716
Total operating expenses		437,273		421,028		888,648		824,019
Operating income		241,227		230,978		465,368		447,757
Other income (expense):
Interest income		4,683		1,517		7,498		4,020
Interest expense		(101,288)		(84,315)		(202,514)		(166,566)
Non-cash interest expense		(7,518)		(11,529)		(21,757)		(23,054)
Amortization of deferred financing fees		(5,044)		(4,922)		(10,032)		(9,804)
Other income (expense), net		40,732		(66,141)		78,293		42,019
Total other expense, net		(68,435)		(165,390)		(148,512)		(153,385)
Income before income taxes		172,792		65,588		316,856		294,372
Benefit (provision) for income taxes		29,178		3,563		(14,331)		(36,914)
Net income		201,970		69,151		302,525		257,458
Net loss attributable to noncontrolling interests		1,678		365		2,340		682
Net income attributable to SBA Communications
Corporation	$	203,648	$	69,516	$	304,865	$	258,140
Net income per common share attributable to SBA
Communications Corporation:
Basic	$	1.88	$	0.64	$	2.82	$	2.39
Diluted	$	1.87	$	0.64	$	2.79	$	2.36
Weighted-average number of common shares
Basic		108,355		107,850		108,244		107,966
Diluted		108,884		109,347		109,078		109,443

(1)Includes non-cash compensation of $17,566 and $23,248 for the three months ended June 30, 2023 and 2022, respectively, and $43,094 and $47,364 for the six months ended June 30, 2023 and 2022, 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,

	2023		2022		2023		2022

Net income	$	201,970	$	69,151	$	302,525	$	257,458
Adjustments related to interest rate swaps		15,316		23,833		(7,072)		109,155
Foreign currency translation adjustments		25,029		(59,021)		41,555		26,485
Comprehensive income		242,315		33,963		337,008		393,098
Comprehensive loss attributable to noncontrolling interests		2,133		444		2,797		878
Comprehensive income attributable to SBA
Communications Corporation	$	244,448	$	34,407	$	339,805	$	393,976

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, 2023	108,326	$	1,083	$	2,800,046	$	(7,473,913)	$	(596,370)	$	(5,269,154)
Net income attributable to SBA
Communications Corporation	—		—		—		203,648		—		203,648
Common stock issued in connection with equity
awards and stock purchase plans, offset
by the impact of net share settlements	55		1		6,646		—		—		6,647
Non-cash stock compensation	—		—		18,624		—		—		18,624
Adjustments related to interest rate swaps	—		—		—		—		15,316		15,316
Foreign currency translation adjustments				</



		Page
PART I – FINANCIAL INFORMATION

Item 1.	Financial Statements
	Consolidated Balance Sheets as of June 30, 2023 (unaudited) and December 31, 2022	1
	Consolidated Statements of Operations (unaudited) for the three and six months ended June 30, 2023 and 2022	2
	Consolidated Statements of Comprehensive Income (unaudited) for the three and six months ended June 30, 2023 and 2022	3
	Consolidated Statement of Shareholders’ Deficit (unaudited) for the three and six months ended June 30, 2023 and 2022	4
	Consolidated Statements of Cash Flows (unaudited) for the six months ended June 30, 2023 and 2022	6
	Condensed Notes to Consolidated Financial Statements (unaudited)	8
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	22
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	39
Item 4.	Controls and Procedures	43

PART II – OTHER INFORMATION

Item 5.	Other Information	43
Item 6.	Exhibits	43


SIGNATURES		44