UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One):

☒ Quarterly 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.

Commission File Number: 001-14195

AMERICAN TOWER CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	65-0723837
(State or other jurisdiction of Incorporation or Organization)	(I.R.S. Employer Identification No.)

116 Huntington Avenue

Boston, Massachusetts 02116

(Address of principal executive offices)

Telephone Number (617) 375-7500

(Registrant’s telephone number, including area code)

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

Title of each Class	Trading Symbol(s)	Name of 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 (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  ☒    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 (§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  ☒    No  ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, 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	☒	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
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.   ☐

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

As of July 21, 2022, there were 465,586,908 shares of common stock outstanding.

AMERICAN TOWER CORPORATION

TABLE OF CONTENTS

QUARTERLY REPORT ON FORM 10-Q

FOR THE QUARTER ENDED JUNE 30, 2022

		Page Nos.
PART I. FINANCIAL INFORMATION
Item 1.	Unaudited Consolidated and Condensed Consolidated Financial Statements		1
	Consolidated Balance Sheets as of June 30, 2022 and December 31, 2021		1
	Consolidated Statements of Operations for the three and six months ended June 30, 2022 and 2021		2
	Consolidated Statements of Comprehensive (Loss) Income for the three and six months ended June 30, 2022 and 2021		3
	Consolidated Statements of Cash Flows for the six months ended June 30, 2022 and 2021		4
	Consolidated Statements of Equity for the three and six months ended June 30, 2022 and 2021		5
	Notes to Consolidated and Condensed Consolidated Financial Statements		7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations		33
Item 3.	Quantitative and Qualitative Disclosures about Market Risk		58
Item 4.	Controls and Procedures		58
PART II. OTHER INFORMATION
Item 1.	Legal Proceedings		60
Item 1A.	Risk Factors		60
Item 6.	Exhibits		61
Signatures			62

PART I. FINANCIAL INFORMATION

ITEM 1. UNAUDITED CONSOLIDATED AND CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(in millions, except share count and per share data)

	June 30, 2022		December 31, 2021
ASSETS
CURRENT ASSETS:
Cash and cash equivalents	$	2,066.7	$	1,949.9
Restricted cash	136.4		393.4
Accounts receivable, net	792.7		728.9
Prepaid and other current assets	729.8		657.2
Total current assets	3,725.6		3,729.4
PROPERTY AND EQUIPMENT, net	19,716.0		19,784.0
GOODWILL	12,969.5		13,350.1
OTHER INTANGIBLE ASSETS, net	19,225.6		20,727.2
DEFERRED TAX ASSET	132.6		131.6
DEFERRED RENT ASSET	2,760.9		2,539.6
RIGHT-OF-USE ASSET	9,159.2		9,225.1
NOTES RECEIVABLE AND OTHER NON-CURRENT ASSETS	427.4		400.9
TOTAL	$	68,116.8	$	69,887.9
LIABILITIES
CURRENT LIABILITIES:
Accounts payable	$	194.5	$	272.4
Accrued expenses	1,262.2		1,412.8
Distributions payable	672.5		642.1
Accrued interest	236.6		254.7
Current portion of operating lease liability	762.6		712.6
Current portion of long-term obligations	3,603.9		4,568.7
Unearned revenue	729.4		1,204.0
Total current liabilities	7,461.7		9,067.3
LONG-TERM OBLIGATIONS	37,240.1		38,685.5
OPERATING LEASE LIABILITY	7,862.0		8,041.8
ASSET RETIREMENT OBLIGATIONS	2,029.7		2,003.0
DEFERRED TAX LIABILITY	1,604.9		1,830.9
OTHER NON-CURRENT LIABILITIES	1,192.2		1,189.8
Total liabilities	57,390.6		60,818.3
COMMITMENTS AND CONTINGENCIES
EQUITY (shares in thousands):
Common stock: $.01 par value; 1,000,000 shares authorized; 476,500 and 466,687 shares issued; and 465,585 and 455,772 shares outstanding, respectively	4.8		4.7
Additional paid-in capital	14,606.8		12,240.2
Distributions in excess of earnings	(842.3)		(1,142.4)
Accumulated other comprehensive loss	(5,528.2)		(4,738.9)
Treasury stock (10,915 shares at cost)	(1,282.4)		(1,282.4)
Total American Tower Corporation equity	6,958.7		5,081.2
Noncontrolling interests	3,767.5		3,988.4
Total equity	10,726.2		9,069.6
TOTAL	$	68,116.8	$	69,887.9

See accompanying notes to unaudited consolidated and condensed consolidated financial statements.

1

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(in millions, except share and per share data)

	Three Months Ended June 30,				Six Months Ended June 30,
	2022		2021		2022		2021
REVENUES:
Property	$	2,614.5	$	2,233.0	$	5,215.3	$	4,362.7
Services	59.8		65.9		119.3		94.7
Total operating revenues	2,674.3		2,298.9		5,334.6		4,457.4
OPERATING EXPENSES:
Costs of operations (exclusive of items shown separately below):
Property	794.0		623.3		1,565.5		1,186.6
Services	28.9		24.6		56.8		35.6
Depreciation, amortization and accretion	826.5		554.8		1,642.3		1,077.3
Selling, general, administrative and development expense	222.9		207.2		516.8		389.8
Other operating expenses	19.7		39.8		45.8		90.2
Total operating expenses	1,892.0		1,449.7		3,827.2		2,779.5
OPERATING INCOME	782.3		849.2		1,507.4		1,677.9
OTHER INCOME (EXPENSE):
Interest income	14.3		7.6		24.2		19.0
Interest expense	(276.6)		(213.7)		(539.0)		(420.7)
Loss on retirement of long-term obligations	—		—		—		(25.7)
Other income (including foreign currency gains of $394.7, $146.9, $636.8 and $241.6 respectively)	378.3		177.6		630.9		272.8
Total other income (expense)	116.0		(28.5)		116.1		(154.6)
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES	898.3		820.7		1,623.5		1,523.3
Income tax provision	(7.4)		(72.8)		(29.9)		(123.1)
NET INCOME	890.9		747.9		1,593.6		1,400.2
Net loss (income) attributable to noncontrolling interests	7.3		(1.6)		16.3		(8.9)
NET INCOME ATTRIBUTABLE TO AMERICAN TOWER CORPORATION COMMON STOCKHOLDERS	$	898.2	$	746.3	$	1,609.9	$	1,391.3
NET INCOME PER COMMON SHARE AMOUNTS:
Basic net income attributable to American Tower Corporation common stockholders	$	1.96	$	1.66	$	3.52	$	3.11
Diluted net income attributable to American Tower Corporation common stockholders	$	1.95	$	1.65	$	3.51	$	3.10
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING (in thousands):
BASIC	458,776		450,617		457,369		447,569
DILUTED	459,819		452,354		458,564		449,390

See accompanying notes to unaudited consolidated and condensed consolidated financial statements.

2

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME

(in millions)

	Three Months Ended June 30,				Six Months Ended June 30,
	2022		2021		2022		2021
Net income	$	890.9	$	747.9	$	1,593.6	$	1,400.2
Other comprehensive income (loss):
Changes in fair value of cash flow hedges, each net of tax expense of $0	—		(0.0)		—		(0.0)
Reclassification of unrealized losses on cash flow hedges to net income, each net of tax expense of $0	—		0.1		—		0.1
Foreign currency translation adjustments, net of tax benefit of $(0.2), $(0.0), $(0.2) and $(0.0), respectively.	(1,136.4)		118.8		(1,042.0)		(204.9)
Other comprehensive (loss) income	(1,136.4)		118.9		(1,042.0)		(204.8)
Comprehensive (loss) income	(245.5)		866.8		551.6		1,195.4
Comprehensive loss (income) attributable to noncontrolling interests	168.5		(9.2)		269.0		4.9
Allocation of accumulated other comprehensive income resulting from purchases of noncontrolling interest and redeemable noncontrolling interests	—		47.4		—		47.5
Comprehensive (loss) income attributable to American Tower Corporation stockholders	$	(77.0)	$	905.0	$	820.6	$	1,247.8

See accompanying notes to unaudited consolidated and condensed consolidated financial statements.

3

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in millions)

	Six Months Ended June 30,
	2022		2021
CASH FLOWS FROM OPERATING ACTIVITIES
Net income	$	1,593.6	$	1,400.2
Adjustments to reconcile net income to cash provided by operating activities
Depreciation, amortization and accretion	1,642.3		1,077.3
Stock-based compensation expense	98.9		69.9
Loss on early retirement of long-term obligations	—		25.7
Other non-cash items reflected in statements of operations	(655.5)		(209.1)
Increase in net deferred rent balances	(222.7)		(224.7)
Right-of-use asset and Operating lease liability, net	(7.1)		14.7
Changes in unearned revenue	(495.3)		111.2
Increase in assets	(240.3)		(219.6)
Decrease in liabilities	(135.0)		(1.0)
Cash provided by operating activities	1,578.9		2,044.6
CASH FLOWS FROM INVESTING ACTIVITIES
Payments for purchase of property and equipment and construction activities	(756.2)		(602.7)
Payments for acquisitions, net of cash acquired	(218.3)		(8,882.6)
Proceeds from sale of short-term investments and other non-current assets	9.2		7.9
Payment for investments in equity securities	—		(25.0)
Deposits and other	61.8		(3.2)
Cash used for investing activities	(903.5)		(9,505.6)
CASH FLOWS FROM FINANCING ACTIVITIES
Borrowings under credit facilities	2,900.0		6,511.8
Proceeds from issuance of senior notes, net	1,293.6		3,828.0
Proceeds from term loans	—		2,347.0
Repayments of notes payable, credit facilities, senior notes, secured debt, term loans and finance leases	(5,954.0)		(6,008.4)
Distributions to noncontrolling interest holders	(0.1)		(225.7)
Contributions from noncontrolling interest holders	48.4		—
Proceeds from stock options and employee stock purchase plan	19.8		26.6
Distributions paid on common stock	(1,280.1)		(1,096.4)
Proceeds from the issuance of common stock, net	2,291.7		2,361.8
Payment for early retirement of long-term obligations	—		(61.9)
Deferred financing costs and other financing activities	(74.7)		(93.3)
Purchase of redeemable noncontrolling interest	—		(2.5)
Cash (used for) provided by financing activities	(755.4)		7,587.0
Net effect of changes in foreign currency exchange rates on cash and cash equivalents, and restricted cash	(60.2)		13.4
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS, AND RESTRICTED CASH	(140.2)		139.4
CASH AND CASH EQUIVALENTS, AND RESTRICTED CASH, BEGINNING OF PERIOD	2,343.3		1,861.4
CASH AND CASH EQUIVALENTS, AND RESTRICTED CASH, END OF PERIOD	$	2,203.1	$	2,000.8
CASH PAID FOR INCOME TAXES (NET OF REFUNDS OF $4.9 AND $32.4, RESPECTIVELY)	$	181.4	$	62.2
CASH PAID FOR INTEREST	$	529.9	$	388.9
NON-CASH INVESTING AND FINANCING ACTIVITIES:
Purchases of property and equipment under finance leases and perpetual easements	$	10.3	$	28.1
Decrease in accounts payable and accrued expenses for purchases of property and equipment and construction activities	$	(35.4)	$	(27.1)

See accompanying notes to unaudited consolidated and condensed consolidated financial statements.

4

AMERICAN TOWER CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF EQUITY

(in millions, share counts in thousands)

	Common Stock			Treasury Stock			Additional Paid-in Capital		Accumulated Other Comprehensive Loss		Distributions in Excess of Earnings		Noncontrolling Interests		Total Equity
Three Months Ended June 30, 2021 and 2022	Issued Shares	Amount		Shares	Amount
BALANCE, APRIL 1, 2021	455,708	$	4.6	(10,915)	$	(1,282.4)	$	10,474.6	$	(4,061.6)	$	(1,251.8)	$	455.5	$	4,338.9
Stock-based compensation related activity	300	0.0		—	—		39.1		—		—		—		39.1
Issuance of common stock-stock purchase plan	38	0.0		—	—		7.7		—		—		—		7.7
Issuance of common stock	9,900	0.1		—	—		2,361.7		—		—		—		2,361.8
Changes in fair value of cash flow hedges, net of tax	—	—		—	—		—		(0.0)		—		—		(0.0)
Reclassification of unrealized losses on cash flow hedges to net income, net of tax	—	—		—	—		—		0.1		—		—		0.1
Foreign currency translation adjustment, net of tax	—	—		—	—		—		111.2		—		11.1		122.3
Adjustment to noncontrolling interest	—	—		—	—		(648.4)		47.4		—		601.0		—
Distributions to noncontrolling interest holders	—	—		—	—		(214.9)		—		—		—		(214.9)
Common stock distributions declared	—	—		—	—		—		—		(579.5)		—		(579.5)
Net income	—	—		—	—		—		—		746.3		1.6		747.9
BALANCE, JUNE 30, 2021	465,946	$	4.7	(10,915)	$	(1,282.4)	$	12,019.8	$	(3,902.9)	$	(1,085.0)	$	1,069.2	$	6,823.4
BALANCE, APRIL 1, 2022	467,192	$	4.7	(10,915)	$	(1,282.4)	$	12,266.1	$	(4,553.0)	$	(1,072.4)	$	3,887.7	$	9,250.7
Stock-based compensation related activity	85	0.0		—	—		40.8		—		—		—		40.8
Issuance of common stock-stock purchase plan	38	0.0		—	—		8.3		—		—		—		8.3
Issuance of common stock	9,185	0.1		—	—		2,291.6		—		—		—		2,291.7
Foreign currency translation adjustment, net of tax	—	—		—	—		—		(975.2)		—		(161.2)		(1,136.4)
Contributions from noncontrolling interest holders	—	—		—	—		—		—		—		48.4		48.4
Distributions to noncontrolling interest holders	—	—		—	—		—		—		—		(0.1)		(0.1)
Common stock distributions declared	—	—		—	—		—		—		(668.1)		—		(668.1)
Net income (loss)	—	—		—	—		—		—		898.2		(7.3)		890.9
BALANCE, JUNE 30, 2022	476,500	$	4.8	(10,915)	$	(1,282.4)	$	14,606.8	$	(5,528.2)	$	(842.3)	$	3,767.5	$	10,726.2

5

	Common Stock			Treasury Stock			Additional Paid-in Capital		Accumulated Other Comprehensive Loss		Distributions in Excess of Earnings		Noncontrolling Interests		Total Equity
Six Months Ended June 30, 2021 and 2022	Issued Shares	Amount		Shares	Amount
BALANCE, JANUARY 1, 2021	455,245	$	4.6	(10,915)	$	(1,282.4)	$	10,473.7	$	(3,759.4)	$	(1,343.0)	$	474.9	$	4,568.4
Stock-based compensation related activity	737	0.0		—	—		38.4		—		—		—		38.4
Issuance of common stock- stock purchase plan	38	0.0		—	—		7.7		—		—		—		7.7
Issuance of common stock	9,900	0.1		—	—		2,361.7		—		—		—		2,361.8
Changes in fair value of cash flow hedges, net of tax	—	—		—	—		—		(0.0)		—		—		(0.0)
Reclassification of unrealized losses on cash flow hedges to net income, net of tax	—	—		—	—		—		0.1		—		—		0.1
Foreign currency translation adjustment, net of tax	—	—		—	—		—		(191.1)		—		(