AMERICAN TOWER CORPORATION (NYSE:AMT) Files An 8-K Entry into a Material Definitive Agreement
Item1.01
| Entry into a Material Definitive Agreement. |
On April6, 2017, American Tower Corporation (the Company)
completed a registered public offering of 500.0million aggregate
principal amount of its 1.375% senior unsecured notes due 2025
(the Notes), which resulted in aggregate net proceeds to the
Company of approximately 489.8million, after deducting
commissions and estimated expenses. The Company intends to use
the net proceeds to repay a portion of the existing indebtedness
under its revolving credit facility entered into in June 2013, as
amended, and for general corporate purposes.
The Company issued the Notes under an indenture dated as of
May23, 2013 (the Base Indenture), between the Company and U.S.
Bank National Association, as trustee (the Trustee), as
supplemented by a supplemental indenture dated as of April6, 2017
(Supplemental Indenture No.7 and, together with the Base
Indenture, the Indenture), among the Company, the Trustee and
Elavon Financial Services DAC, UK Branch, as paying agent. The
following description of the Indenture is a summary and is
qualified in its entirety by reference to the detailed provisions
of the Indenture.
The Notes will mature on April4, 2025 and bear interest at a rate
of 1.375% per annum. Accrued and unpaid interest on the Notes
will be payable in Euros in arrears on April4 of each year,
beginning on April4, 2018. Interest on the Notes will accrue from
April6, 2017 and will be computed on the basis of the actual
number of days in the period for which interest is being
calculated and the actual number of days from and including the
last date on which interest was paid on the notes. The terms of
the Indenture, among other things, 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 liens on assets, mortgages or other
liens securing indebtedness, provided the aggregate amount of
such liens shall not exceed 3.5x Adjusted EBITDA as defined in
the Indenture.
The Company may redeem the Notes at any time, in whole or in
part, at its election at the applicable redemption price. If the
Company redeems the Notes prior to January4, 2025, the Company
will pay a redemption price equal to 50% of the principal amount
of the notes being redeemed plus a make-whole premium, together
with accrued interest to the redemption date. If the Company
redeems the Notes on or after January4, 2025, the Company will
pay a redemption price equal to 50% of the principal amount of
the notes being redeemed plus accrued interest to the redemption
date. In addition, if the Company undergoes a Change of Control
and Ratings Decline, each as defined in the Indenture, the
Company may be required to repurchase all of the Notes at a
purchase price equal to 101% of the principal amount of the
Notes, plus accrued and unpaid interest (including additional
interest, if any), up to but not including the repurchase date.
The Indenture provides that each of the following is an event of
default (Event of Default): (i)default for 30 days in payment of
any interest due with respect to the Notes; (ii)default in
payment of principal or premium, if any, on the Notes when due,
at maturity, upon any redemption, by declaration or otherwise;
(iii)failure by the Company to comply with covenants in the
Indenture or Notes for 90 days after receiving notice; and
(iv)certain events of bankruptcy or insolvency with respect to
the Company or any of its Significant Subsidiaries. If any Event
of Default arising under clause (iv)above occurs, the principal
amount and accrued and unpaid interest on all the outstanding
Notes will become due and payable immediately without further
action or notice. If any other Event of Default occurs and is
continuing, the Trustee or the holders of at least 25% in
principal amount of the then outstanding Notes may declare the
entire principal amount on all the outstanding Notes to be due
and payable immediately.
The foregoing is only a summary of certain provisions and is
qualified in its entirety by the terms of the Base Indenture, as
filed with the Securities and Exchange Commission on May23, 2013
as an exhibit to the Companys Registration Statement on Form S-3
(No. 333-188812) and incorporated by reference into the Companys
Registration Statement on Form S-3 (No. 333-211829) as an exhibit
and the Supplemental Indenture No.7, a copy of which is filed
herewith as Exhibit 4.1, and incorporated by reference herein.
| Item2.03 |
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of the Registrant. |
Please refer to the discussion under Item1.01 above, which is
incorporated under this Item2.03 by reference.
| Item9.01 | Financial Statements and Exhibits. |
A copy of the opinion of Cleary Gottlieb Steen Hamilton LLP
relating to the legality of the issuance by the Company of the
Notes is attached as Exhibit 5.1 hereto.
| (d) | Exhibits |
|
Exhibit No. |
Description |
|
| 4.1 |
Supplemental Indenture No.7, dated as of April6, 2017, by and between American Tower Corporation, U.S. Bank National Association, as trustee, and Elavon Financial Services DAC, UK Branch, as paying agent. |
|
| 5.1 | Opinion of Cleary Gottlieb Steen Hamilton LLP. | |
| 23.1 |
Consent of Cleary Gottlieb Steen Hamilton LLP (included in Exhibit 5.1 hereto). |
About AMERICAN TOWER CORPORATION (NYSE:AMT)
American Tower Corporation (ATC) is a holding company. The Company operates as a real estate investment trust (REIT), which owns, operates and develops multitenant communications real estate. ATC’s segments include U.S. property, Asia property, EMEA property, Latin America property, Services and Other. Its primary business is property operations, which include the leasing of space on communications sites to wireless service providers, radio and television broadcast companies, wireless data providers, government agencies and municipalities, and tenants in various other industries. Its U.S. property segment includes operations in the United States. Its Asia property segment includes operations in India. The EMEA property segment includes operations in Germany, Ghana, Nigeria, South Africa and Uganda. The Latin America property segment includes operations in Brazil, Chile, Colombia, Costa Rica, Mexico and Peru. Its services segment offers tower-related services in the United States. AMERICAN TOWER CORPORATION (NYSE:AMT) Recent Trading Information
AMERICAN TOWER CORPORATION (NYSE:AMT) closed its last trading session up +1.31 at 121.95 with shares trading hands.