American Tower Corporation Reports Second Quarter 2011 Financial Results

SECOND QUARTER 2011 HIGHLIGHTS

Consolidated Highlights

  • Total revenue increased 27.1% to $597.2 million
  • Operating income increased 19.6% to $225.8 million
  • Cash provided by operating activities increased 4.9% to $275.5 million

Segment Revenue Highlights

  • Domestic rental and management segment revenue increased 13.4% to $424.9 million
  • International rental and management segment revenue increased 94.2% to $158.9 million
  • Network development services segment revenue was $13.4 million

FIRST HALF 2011 HIGHLIGHTS

Consolidated Highlights

  • Total revenue increased 25.5% to $1,159.9 million
  • Operating income increased 20.8% to $444.1 million
  • Cash provided by operating activities increased 8.3% to $559.3 million

Segment Revenue Highlights

  • Domestic rental and management segment revenue increased 13.1% to $842.5 million
  • International rental and management segment revenue increased 85.0% to $288.0 million
  • Network development services segment revenue was $29.4 million

BOSTON--()--American Tower Corporation (NYSE: AMT) today reported financial results for the quarter ended June 30, 2011.

Jim Taiclet, American Tower’s Chief Executive Officer stated, “Our combined U.S. and international operations delivered yet another quarter of robust growth with total rental and management revenue increasing 28% and Adjusted EBITDA up 21%. In the U.S., the two leading national wireless carriers continue to actively invest in their networks to meet rapidly expanding demand for mobile data and entertainment, both adding more equipment per site and increasing the density of their sites.”

“Meanwhile, our first international markets in Mexico, Brazil and India are experiencing strong growth due to new spectrum and technology deployments. Coupled with our successful introduction of the collocation business model into a number of new countries in Latin America and Africa, this strong legacy market performance resulted in a near doubling of our international segment revenue in the second quarter.”

SECOND QUARTER 2011 OPERATING RESULTS OVERVIEW

American Tower generated the following operating results for the quarter ended June 30, 2011 (unless otherwise indicated, all comparative information is presented against the quarter ended June 30, 2010).

Total revenue increased 27.1% to $597.2 million and total rental and management revenue increased 27.9% to $583.8 million. Total rental and management Gross Margin increased 25.1% to $443.1 million. Total selling, general, administrative and development expense was $72.3 million, including $11.7 million of stock-based compensation expense. Adjusted EBITDA increased 21.2% to $389.1 million, and the Adjusted EBITDA Margin was 65%.

Total rental and management revenue Core Growth was 24.4% and excludes the positive impact of approximately 1.9% due to foreign currency exchange rate fluctuations and approximately 1.5% due to straight-line revenue recognition.

Core Growth in Adjusted EBITDA was 17.2% and excludes the positive impact of approximately 1.8% due to foreign currency exchange rate fluctuations and approximately 2.2% due to straight-line revenue and expense recognition.

Operating income increased 19.6% to $225.8 million and net income attributable to American Tower Corporation increased 15.6% to $115.2 million. Net income attributable to American Tower Corporation per basic and diluted common share both increased 16.0% to $0.29. Recurring Free Cash Flow increased 3.5% to $244.7 million and Recurring Free Cash Flow per Share increased 5.2% to $0.61.

Cash provided by operating activities increased 4.9% to $275.5 million.

Segment Results

Domestic Rental and Management Segment – Domestic rental and management segment revenue increased 13.4% to $424.9 million, which represented 71% of total revenues. In addition, domestic rental and management segment Gross Margin increased 14.7% to $337.3 million, while domestic rental and management segment Operating Profit increased 13.8% to $319.5 million.

International Rental and Management Segment – International rental and management segment revenue increased 94.2% to $158.9 million, which represented 27% of total revenues. In addition, international rental and management segment Gross Margin increased 75.5% to $105.8 million, while international rental and management segment Operating Profit increased 67.6% to $84.3 million.

Network Development Services Segment – Network development services segment revenue was $13.4 million, which represented 2% of total revenues. Network development services segment Gross Margin was $6.6 million, and network development services segment Operating Profit was $5.1 million.

FIRST HALF 2011 OPERATING RESULTS OVERVIEW

American Tower generated the following operating results for the six months ended June 30, 2011 (unless otherwise indicated, all comparative information is presented against the six months ended June 30, 2010).

Total revenue increased 25.5% to $1,159.9 million and total rental and management revenue increased 25.6% to $1,130.5 million. Total rental and management Gross Margin increased 23.4% to $865.4 million. Total selling, general, administrative and development expense was $138.5 million, including $24.0 million of stock-based compensation expense. Adjusted EBITDA increased 21.1% to $766.2 million, and the Adjusted EBITDA Margin was 66%.

Operating income increased 20.8% to $444.1 million, and net income attributable to American Tower Corporation increased 5.6% to $207.1 million. Net income attributable to American Tower Corporation per basic common share increased approximately 6.1% to $0.52, and net income attributable to American Tower Corporation per diluted common share increased approximately 8.3% to $0.52. Recurring Free Cash Flow increased 6.8% to $492.9 million and Recurring Free Cash Flow per Share increased 7.9% to $1.23.

Cash provided by operating activities increased 8.3% to $559.3 million.

Segment Results

Domestic Rental and Management Segment – Domestic rental and management segment revenue increased 13.1% to $842.5 million, which represented 73% of total revenues. In addition, domestic rental and management segment Gross Margin increased 14.5% to $671.8 million, while domestic rental and management segment Operating Profit increased 13.7% to $635.7 million.

International Rental and Management Segment – International rental and management segment revenue increased 85.0% to $288.0 million, which represented 25% of total revenues. In addition, international rental and management segment Gross Margin increased 69.1% to $193.6 million, while international rental and management segment Operating Profit increased 61.8% to $154.7 million.

Network Development Services Segment – Network development services segment revenue was $29.4 million, which represented 2% of total revenues. Network development services segment Gross Margin was $15.2 million, and network development services segment Operating Profit was $12.0 million.

SECOND QUARTER 2011 INVESTING OVERVIEW

Cash Paid for Capital Expenditures – During the second quarter of 2011, total capital expenditures of $138.7 million included $75.2 million for discretionary capital projects, including spending to complete the construction of 84 communications sites domestically and 144 communications sites internationally, $28.0 million to purchase land under our towers, $15.2 million for the redevelopment of existing communications sites to accommodate new customer equipment, and $20.3 million for capital improvements and corporate capital expenditures.

Cash Paid for Acquisitions – In the second quarter of 2011, total payments for acquisitions were approximately $275.2 million, which included the purchase of 37 communications sites domestically and 608 communications sites internationally.

Stock Repurchase Programs – During the second quarter of 2011, the Company repurchased a total of 2.0 million shares of its Class A common stock for approximately $102.0 million pursuant to its $1.5 billion stock repurchase program approved by the Company’s Board of Directors in February 2008. Between July 1, 2011 and July 22, 2011, the Company repurchased an additional 0.3 million shares of its Class A Common Stock for an aggregate of $18.0 million under this program.

FIRST HALF 2011 INVESTING OVERVIEW

Cash Paid for Capital Expenditures – In the first half of 2011, total capital expenditures of $236.6 million included $132.0 million for discretionary capital projects, including spending to complete the construction of 147 communications sites domestically and 321 communications sites internationally, $48.6 million to purchase land under our towers, $22.9 million for the redevelopment of existing communications sites to accommodate new customer equipment, and $33.1 million for capital improvements and corporate capital expenditures.

Cash Paid for Acquisitions – In the first half of 2011, total payments for acquisitions were approximately $892.6 million, which included the purchase of 79 communications sites domestically and 2,450 communications sites internationally.

Stock Repurchase Programs – In the first half of 2011, the Company repurchased a total of 4.4 million shares of its Class A common stock for approximately $224.7 million pursuant to its $1.5 billion stock repurchase program approved by the Company’s Board of Directors in February 2008. As of July 22, 2011, the Company repurchased a total of 34.5 million shares of its Class A common stock for approximately $1.4 billion, pursuant to this program.

As previously disclosed, in March 2011, the Company’s Board of Directors approved a new stock repurchase program, pursuant to which the Company is authorized to purchase up to an additional $1.5 billion of Class A common stock. As of July 22, 2011, the Company had not repurchased any shares under this program.

INTERNATIONAL EXPANSION UPDATE

During the second quarter, the Company spent approximately $275.2 million for acquisitions, which included the purchase of the following international towers, which were under prior acquisition agreements:

  • 400 towers in connection with the Company’s joint venture with MTN in Ghana;
  • 170 additional towers in Chile;
  • 23 additional towers in Brazil; and
  • 15 additional towers in Colombia.

Subsequent to the end of the second quarter, the Company closed on:

  • 329 additional towers in South Africa; and
  • 15 additional towers in Colombia.

The Company has the following pending acquisitions:

  • 1,476 remaining towers from the Ghana transaction, which are expected to close in various tranches throughout 2011, with approximately 800 additional towers expected to close in the third quarter of 2011 and the balance of approximately 676 towers in the fourth quarter of 2011, subject to customary closing conditions;
  • 76 existing towers from the South Africa transaction by the end of 2011, plus up to 1,800 additional towers that may be constructed over the next two years, subject to customary closing conditions; and
  • 2,126 towers in connection with the Company’s recently announced Colombia transaction, with the first tranche of towers expected to close during the fourth quarter of 2011, subject to customary closing conditions.

REAL ESTATE INVESTMENT TRUST UPDATE

The Company continues to anticipate electing REIT status for the taxable year beginning January 1, 2012. On May 19, 2011, the Company’s Board of Directors approved the commencement of the steps necessary to reorganize the Company to qualify as a REIT for tax purposes. In preparation for the election, the Company is focused on three concurrent action items. First, the Company continues to make progress with respect to its analysis of the amount of earnings and profits (“E&P”) and continues to anticipate distributing up to $200 million to stockholders using cash on hand during the fourth quarter of 2011. Second, the Company continues to make substantial progress on its operational readiness initiatives, which include systems and process changes. Finally, on July 18, 2011, the Company filed its Amendment No. 1 to Form S-4, which outlines its plans to merge into American Tower REIT, Inc., to facilitate its compliance with REIT tax rules. In addition, the Company expects to hold a special meeting of stockholders during the fourth quarter of 2011 for the purpose of voting on its proposed merger. The determination to elect REIT status is subject to final approval by the Company’s Board of Directors. There is no certainty as to the timing of a REIT election or whether the Company will make a REIT election at all.

FULL YEAR 2011 OUTLOOK

The following estimates are based on a number of assumptions that management believes to be reasonable and reflect the Company’s expectations as of August 2, 2011. These estimates include the impact of the anticipated acquisition in the third quarter of approximately 800 towers in Ghana and the recent acquisition of 329 towers in South Africa and 15 towers in Colombia. These estimates do not include the Company’s remaining pending acquisitions. Actual results may differ materially from these estimates as a result of various factors, and the Company refers you to the cautionary language regarding “forward-looking” statements included in this press release when considering this information.

($ in millions) (1)   Full Year 2011
Total rental and management revenue (2) $ 2,330   to   $ 2,370
Adjusted EBITDA (3) 1,550 to 1,590
Income from continuing operations 370 to 410
Cash provided by operating activities 1,090 to 1,140
Payments for purchase of property and equipment and construction activities (4) 400 to 450

Total rental and management revenue growth is expected to be approximately 21% based on the midpoint, and total rental and management revenue Core Growth, which excludes the effect of non-cash straight-line revenue recognition, fluctuations in foreign currency exchange rates and material one-time items, is expected to be approximately 20%, based on the midpoint. Adjusted EBITDA growth is expected to be approximately 17%, based on the midpoint and Adjusted EBITDA Core Growth, which excludes the effect of non-cash straight-line revenue and expense recognition, fluctuations in foreign currency exchange rates and material one-time items, is expected to be approximately 15%, based on the midpoint.

___

(1)   The Company’s outlook is based on the following average foreign currency exchange rates to 1.0 U.S. Dollar for the second half of 2011: (a) 1.60 Brazilian Reais; (b) 470.00 Chilean Pesos; (c) 1,780.00 Colombian Pesos; (d) 1.50 Ghanaian Cedi; (e) 44.50 Indian Rupees; (f) 11.70 Mexican Pesos; (g) 2.75 Peruvian Soles; and (h) 6.90 South African Rand.
(2) Outlook includes an estimated increase in non-cash straight-line revenue of approximately $20 million and an increase in non-cash straight-line expense of approximately $4 million in 2011 from the full year 2010. (For additional information on straight-line accounting, please refer to the information contained in the section entitled “Revenue Recognition” of note 1, “Business and Summary of Significant Accounting Policies” within the notes to the consolidated financial statements of the Company’s Annual Report on Form 10-K for the year ended December 31, 2010.)
(3) See Non-GAAP and Defined Financial Measures below.
(4) Outlook for capital expenditures reflects (a) $65 million to $75 million of spending on capital improvements and corporate capital expenditures; (b) $55 million for the redevelopment of existing communications sites; (c) $80 million to $100 million for ground lease purchases; and (d) $180 million to $240 million for other discretionary capital projects including the construction of approximately 1,200 to 1,500 new communications sites.

Conference Call Information

American Tower will host a conference call today at 8:00 a.m. ET to discuss its financial results for the second quarter ended June 30, 2011 and its outlook for 2011. Supplemental materials for the call will be available on the Company’s website, www.americantower.com. The conference call dial-in numbers are as follows:

  U.S./Canada dial-in: (866) 740-9153
International dial-in: (706) 645-9644
Passcode: 84775166

When available, a replay of the call can be accessed until 11:59 p.m. ET on August 16, 2011. The replay dial-in numbers are as follows:

  U.S./Canada dial-in: (855) 859-2056
International dial-in: (404) 537-3406
Passcode: 84775166

American Tower will also sponsor a live simulcast and replay of the call on its website, www.americantower.com.

About American Tower

American Tower is a leading independent owner, operator and developer of broadcast and wireless communications sites. American Tower currently owns and operates over 38,000 communications sites in the United States, Brazil, Chile, Colombia, Ghana, India, Mexico, Peru and South Africa. For more information about American Tower, please visit www.americantower.com.

Non-GAAP and Defined Financial Measures

In addition to the results prepared in accordance with generally accepted accounting principles in the United States (GAAP) provided throughout this press release, the Company has presented the following non-GAAP and defined financial measures: Gross Margin, Operating Profit, Adjusted EBITDA, Adjusted EBITDA Margin, Recurring Free Cash Flow, Recurring Free Cash Flow per Share and Core Growth. The Company defines Gross Margin as revenues less operating expenses. The Company defines Operating Profit as Gross Margin less selling, general, administrative and development expense, excluding stock-based compensation expense and corporate expenses. For reporting purposes, the international rental and management segment Operating Profit and Gross Margin also include interest income, TV Azteca, net. These measures of Gross Margin and Operating Profit are also before interest income, interest expense, loss on retirement of long-term obligations, other income (expense), net income attributable to non-controlling interest, income (loss) on equity method investments, income taxes and discontinued operations. The Company defines Adjusted EBITDA as net income before income (loss) from discontinued operations, net, income from equity method investments, income tax provision (benefit), other income (expense), loss on retirement of long-term obligations, interest expense, interest income, other operating expenses, depreciation, amortization and accretion, and stock-based compensation expense. The Company defines Adjusted EBITDA Margin as the percentage that results from dividing Adjusted EBITDA by total revenue. The Company defines Recurring Free Cash Flow as Adjusted EBITDA before straight-line revenue and expense, plus interest income, less interest expense, cash paid for income taxes and cash payments related to redevelopment, capital improvement and corporate capital expenditures. The Company defines Recurring Free Cash Flow per Share as Recurring Free Cash Flow divided by the diluted weighted average common shares outstanding. The Company defines Core Growth in total rental and management revenue and Adjusted EBITDA as the increase or decrease, expressed as a percentage, resulting from a comparison of financial results for a current period with corresponding financial results for the corresponding period in a prior year, in each case, excluding the impact of straight-line revenue and expense recognition, foreign currency exchange rate fluctuations, and material one-time items. These measures are not intended to replace financial performance measures determined in accordance with GAAP. Rather, they are presented as additional information because management believes they are useful indicators of the current financial performance of the Company’s core businesses. The Company believes that these measures can assist in comparing company performances on a consistent basis irrespective of depreciation and amortization or capital structure. Depreciation and amortization can vary significantly among companies depending on accounting methods, particularly where acquisitions or non-operating factors, including historical cost bases, are involved. Notwithstanding the foregoing, the Company’s measures of Gross Margin, Operating Profit, Adjusted EBITDA, Adjusted EBITDA Margin, Recurring Free Cash Flow, Recurring Free Cash Flow per Share and Core Growth may not be comparable to similarly titled measures used by other companies.

Cautionary Language Regarding Forward-Looking Statements

This press release contains “forward-looking statements” concerning the Company’s goals, beliefs, expectations, strategies, objectives, plans, future operating results and underlying assumptions, and other statements that are not necessarily based on historical facts. Examples of these statements include, but are not limited to, statements regarding our full year 2011 outlook, our pending acquisitions, including anticipated closing dates and expected purchase prices, foreign currency exchange rates, our expectation to elect real estate investment trust status, the timing and effect of that election, the form, timing and amount of the special E&P distribution and our expectation regarding the declaration of quarterly distributions. Actual results may differ materially from those indicated in our forward-looking statements as a result of various important factors, including: (1) decrease in demand for our communications sites would materially and adversely affect our operating results and we cannot control that demand; (2) if our tenants consolidate or merge with each other to a significant degree, our growth, revenue and ability to generate positive cash flows could be materially and adversely affected; (3) new technologies or changes in a tenant’s business model could make our tower leasing business less desirable and result in decreasing revenues; (4) our expansion initiatives may disrupt our operations or expose us to additional risk if we are not able to successfully integrate operations, assets and personnel; (5) we could suffer adverse tax and other financial consequences if taxing authorities do not agree with our tax positions; (6) due to the long-term expectations of revenue from tenant leases, we are sensitive to changes in the creditworthiness and financial strength of our tenants; (7) our foreign operations are subject to economic, political, and other risks that could materially and adversely affect our revenues or financial position, including risks associated with fluctuations in foreign currency exchange rates; (8) we anticipate that we may need additional financing to fund capital expenditures, to fund future growth and expansion initiatives and to return capital to stockholders; (9) a substantial portion of our revenue is derived from a small number of customers; (10) increasing competition in the tower industry may create pricing pressures that may materially and adversely affect us; (11) our business is subject to government regulations and changes in current or future laws or regulations could restrict our ability to operate our business as we currently do; (12) if we are unable or choose not to exercise our rights to purchase towers that are subject to lease and sublease agreements at the end of the applicable period, our cash flows derived from such towers would be eliminated; (13) if we are unable to protect our rights to the land under our towers, it could adversely affect our business and operating results; (14) our leverage and debt service obligations may materially and adversely affect us; (15) restrictive covenants in the loan agreements related to our securitization, the loan agreements for the Revolving Credit Facility, Supplemental Credit Facility and Term Loan and the indentures governing our debt securities could materially and adversely affect our business by limiting flexibility; (16) we could have liability under environmental laws; (17) our towers or data centers may be affected by natural disasters and other unforeseen damage for which our insurance may not provide adequate coverage; (18) our costs could increase and our revenues could decrease due to perceived health risks from radio emissions, especially if these perceived risks are substantiated, (19) if we fail to qualify as a REIT or fail to remain qualified as a REIT, we would be subject to tax at corporate income tax rates and would not be able to deduct distributions to stockholders when computing our taxable income; (20) we may not realize the anticipated tax benefits from the REIT conversion effective January 1, 2012 because the timing of the REIT conversion is not certain; (21) as a REIT, failure to make required distributions would subject us to federal corporate income tax; (22) covenants specified in our existing and future debt instruments may limit our ability to make required REIT distributions; (23) our cash distributions may fluctuate; (24) there are uncertainties relating to the estimate of our special E&P distribution; (25) even if we qualify as a REIT, certain of our business activities will be subject to corporate level income tax and foreign taxes, which will reduce our cash flows, and we will have potential deferred and contingent tax liabilities; (26) we may not realize the anticipated tax benefits from the REIT conversion effective January 1, 2012 because the timing of the REIT conversion is not certain; (27) we may be required to borrow funds, sell assets, or raise equity to satisfy our REIT distribution requirements or maintain the asset ownership tests; (28) complying with REIT requirements may limit our flexibility or cause us to forego otherwise attractive opportunities; (29) as a REIT, we will be limited in our ability to fund distribution payments using cash generated through our TRSs; (30) our planned extensive use of TRSs, in particular for our international operations, may cause us to fail to qualify as a REIT; (31) we may not realize the anticipated tax benefits from the REIT conversion effective January 1, 2012 because the timing of the REIT conversion is not certain; (32) complying with REIT requirements may limit our ability to hedge effectively and increase the cost of our hedging, and may cause us to incur tax liabilities; (33) the current market price of our Common Stock may not be indicative of the market price of American Tower REIT common stock following the REIT conversion and the special E&P distribution; (34) we have no experience operating as a REIT, which may adversely affect our financial condition, results of operations, cash flow, per share trading price of American Tower REIT common stock and ability to satisfy debt service obligations; and (35) legislative or other actions affecting REITs could have a negative effect on us or our stockholders. For additional information regarding factors that may cause actual results to differ materially from those indicated in our forward-looking statements, we refer you to the information contained in Item 1A of our Form 10-Q for the three months ended March 31, 2011 and Amendment No. 1 to our Form S-4 filed on July 18, 2011 under the caption "Risk Factors." We undertake no obligation to update the information contained in this press release to reflect subsequently occurring events or circumstances

ADDITIONAL INFORMATION AND CAUTIONARY STATEMENT

This communication does not constitute an offer to sell or the solicitation of an offer to buy securities or a solicitation of any vote or approval. American Tower REIT, Inc. has filed with the Securities and Exchange Commission ("SEC") a registration statement on Form S-4/A containing a proxy statement of American Tower Corporation and a prospectus of American Tower REIT, Inc. with respect to the proposed merger. The registration statement has not yet become effective. Notice of a special meeting and a definitive proxy statement/prospectus will be mailed to stockholders of American Tower Corporation who hold shares of Class A common stock of American Tower Corporation on the record date to be determined by American Tower Corporation's board of directors. INVESTORS ARE URGED TO READ THE FORM S-4/A AND PROXY STATEMENT (INCLUDING ALL AMENDMENTS AND SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS THAT ARE FILED WITH THE SEC BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED MERGER. You may obtain documents free of charge at the website maintained by the SEC at www.sec.gov. In addition, you may obtain documents filed with the SEC by American Tower Corporation free of charge by contacting Corporate Secretary, 116 Huntington Avenue Boston, Massachusetts 02116.

American Tower, its directors and executive officers and certain other members of management and employees may be deemed to be participants in the solicitation of proxies from American Tower's stockholders in connection with the merger. Information regarding the persons who may, under the rules of the SEC, be considered participants in the solicitation of proxies in connection with the merger will be included in the Form S-4/A and proxy statement. Information about the directors and executive officers of American Tower and their ownership of American Tower stock is set forth in the proxy statement for American Tower's 2011 Annual Meeting of Stockholders. Investors may obtain additional information regarding the interests of such participants by reading the Form S-4/A and proxy statement for the merger.

Investors should read the Form S-4/A and proxy statement carefully before making any voting or investment decisions.

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
           
June 30, December 31,
2011

2010 ((1))

ASSETS
Current assets:
Cash and cash equivalents $ 332,542 $ 883,963
Restricted cash 50,206 75,972
Short-term investments and available-for-sale securities 1,357 46,428
Accounts receivable, net 99,823 81,460
Prepaid and other current assets 172,011 145,599
Deferred income taxes   256,146     169,007  
Total current assets   912,085     1,402,429  
Property and equipment, net 3,909,635 3,643,028
Goodwill 2,779,116 2,505,104
Other intangible assets, net 2,346,710 1,950,550
Deferred income taxes 143,957 78,484
Notes receivable and other long-term assets   882,281     788,445  
Total $ 10,973,784   $ 10,368,040  
 
LIABILITIES
Current liabilities:
Accounts payable and accrued expenses $ 339,931 $ 290,078
Accrued interest 61,703 40,621
Current portion of long-term obligations 782,775 74,896
Unearned revenue   125,474     134,135  
Total current liabilities   1,309,883     539,730  
Long-term obligations 4,919,068 5,512,492
Asset retirement obligations 405,491 341,584
Other long-term liabilities   739,554     469,676  
Total liabilities   7,373,996     6,863,482  
 
STOCKHOLDERS' EQUITY:
Class A Common Stock 4,877 4,860
Additional paid-in capital 8,630,774 8,577,093
Accumulated deficit (1,529,543 ) (1,736,596 )
Accumulated other comprehensive income 62,470 38,053
Treasury stock   (3,606,715 )   (3,381,966 )
Total American Tower Corporation stockholders' equity 3,561,863 3,501,444
Noncontrolling interest   37,925     3,114  
Total stockholders' equity   3,599,788     3,504,558  
Total $ 10,973,784   $ 10,368,040  
           
(1)December 31, 2010 balances have been revised to reflect purchase accounting measurement period adjustments.
UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS  
(In thousands, except per share data)
             
Three Months Ended Six Months Ended
June 30, June 30,
2011 2010 2011 2010
REVENUES:
Rental and management $ 583,839 $ 456,481 $ 1,130,494 $ 900,299
Network development services   13,396     13,456     29,436     24,072  
Total operating revenues   597,235     469,937     1,159,930     924,371  
OPERATING EXPENSES:
Costs of operations (exclusive of items shown separately below)
Rental and management 144,330 105,773 272,189 206,197
Network development services 6,747 6,426 14,216 12,471
Depreciation, amortization and accretion 138,558 110,403 269,789 221,238
Selling, general, administrative and development expense (1) 72,321 53,582 138,453 107,109
Other operating expenses   9,490     5,037     21,194     9,791  
Total operating expenses   371,446     281,221     715,841     556,806  
OPERATING INCOME   225,789     188,716     444,089     367,565  
OTHER INCOME (EXPENSE):
Interest income, TV Azteca, net 3,590 3,585 7,089 7,084
Interest income 2,711 694 5,015 1,196
Interest expense (74,512 ) (56,074 ) (148,939 ) (114,491 )
Loss on retirement of long-term obligations - (35 ) - (35 )
Other income (expense)   21,459     (6,719 )   35,166     (6,323 )
Total other expense   (46,752 )   (58,549 )   (101,669 )   (112,569 )
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES AND
INCOME ON EQUITY METHOD INVESTMENTS 179,037 130,167 342,420 254,996
Income tax provision (65,877 ) (30,352 ) (137,300 ) (58,741 )
Income on equity method investments   11     10     12     18  
INCOME FROM CONTINUING OPERATIONS 113,171 99,825 205,132 196,273
(LOSS) INCOME FROM DISCONTINUED OPERATIONS, NET   -     (6 )   -     29  
NET INCOME 113,171 99,819 205,132 196,302
Net loss (income) attributable to noncontrolling interest   2,040     (154 )   1,921     (319 )
NET INCOME ATTRIBUTABLE TO AMERICAN TOWER CORPORATION $ 115,211   $ 99,665   $ 207,053   $ 195,983  
 
NET INCOME PER COMMON SHARE AMOUNTS:
BASIC:
Income from continuing operations attributable to American Tower Corporation $ 0.29 $ 0.25 $ 0.52 $ 0.49
(Loss) Income from discontinued operations attributable to American Tower Corporation   -     -     -     -  
Net income attributable to American Tower Corporation $ 0.29   $ 0.25   $ 0.52   $ 0.49  
DILUTED:
Income from continuing operations attributable to American Tower Corporation $ 0.29 $ 0.25 $ 0.52 $ 0.48
(Loss) Income from discontinued operations attributable to American Tower Corporation   -     -     -     -  
Net income attributable to American Tower Corporation $ 0.29   $ 0.25   $ 0.52   $ 0.48  
 
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING:
BASIC   396,599     402,733     397,180     402,540  
DILUTED   400,250     405,024     401,199     405,685  
             
(1) Includes stock-based compensation of: $ 11,687 $ 13,228 $ 24,045 $ 26,792
UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
(In thousands)
         
Six Months Ended
June 30,
2011 2010
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $205,132 $196,302
Stock-based compensation expense 24,045 26,792
Depreciation, amortization and accretion 269,789 221,238
Other non-cash items reflected in statements of operations 101,783 74,843
Increase in net deferred rent asset (45,057 ) (19,276 )
Increase (decrease) in restricted cash 272 (7,655 )
Increase in assets (26,913 ) (33,889 )
Increase in liabilities 30,287   58,041  
Cash provided by operating activities 559,338   516,396  
 
CASH FLOWS FROM INVESTING ACTIVITIES:
Payments for purchase of property and equipment and construction activities (236,580 ) (132,510 )
Payments for acquisitions (892,554 ) (132,472 )
Proceeds from sale of short-term investments, available-for-sale securities and other long-term assets 60,882 6,288
Payments for short-term investments (14,158 ) (20,943 )
Deposits, restricted cash and investments 25,123   (7,273 )
Cash used for investing activities (1,057,287 ) (286,910 )
 
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from short-term borrowings 101,129 -
Borrowings under credit facilities 100,000 75,000
Proceeds from other long-term borrowings 30,241 -
Repayments of notes payable, credit facilities and capital leases (127,559 ) (139,060 )
Purchases of Class A common stock (231,583 ) (200,531 )
Proceeds from stock options, warrants and stock purchase plan 40,228 90,079
Deferred financing costs and other financing activities 30,164   (351 )
Cash used for financing activities (57,380 ) (174,863 )
 
Net effect of changes in foreign currency exchange rates on cash and cash equivalents 3,908   977  
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS (551,421 ) 55,600
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 883,963   247,293  
CASH AND CASH EQUIVALENTS, END OF PERIOD $332,542   $302,893  
 
CASH PAID FOR INCOME TAXES $28,295   $11,257  
CASH PAID FOR INTEREST $121,420   $109,925  
UNAUDITED RESULTS FROM OPERATIONS, BY SEGMENT
(In thousands)        
 
Three Months Ended, June 30, 2011  
Rental and Management

 

Network
Development
Services

Total
Domestic International Total
Segment revenues $ 424,906 $ 158,933 $ 583,839 $ 13,396 $ 597,235
Segment operating expenses 87,598 56,732 144,330 6,747 151,077
Interest income, TV Azteca, net   -   3,590   3,590   -   3,590
Segment Gross Margin   337,308   105,791   443,099   6,649   449,748
Segment selling, general, administrative
and development expense   17,833   21,517   39,350   1,549   40,899
Segment operating profit $ 319,475 $ 84,274 $ 403,749 $ 5,100 $ 408,849
 
 
Three Months Ended, June 30, 2010  
Rental and Management

 

Network
Development
Services

Total
Domestic International Total
Segment revenues $ 374,634 $ 81,847 $ 456,481 $ 13,456 $ 469,937
Segment operating expenses 80,624 25,149 105,773 6,426 112,199
Interest income, TV Azteca, net   -   3,585   3,585   -   3,585
Segment Gross Margin   294,010   60,283   354,293   7,030   361,323
Segment selling, general, administrative
and development expense   13,329   10,008   23,337   1,491   24,828
Segment operating profit $ 280,681 $ 50,275 $ 330,956 $ 5,539 $ 336,495
 
 
Six Months Ended, June 30, 2011  
Rental and Management

 

Network
Development
Services

Total
Domestic International Total
Segment revenues $ 842,532 $ 287,962 $ 1,130,494 $ 29,436 $ 1,159,930
Segment operating expenses 170,780 101,409 272,189 14,216 286,405
Interest income, TV Azteca, net   -   7,089   7,089   -   7,089
Segment Gross Margin   671,752   193,642   865,394   15,220   880,614
Segment selling, general, administrative
and development expense   36,012   38,978   74,990   3,212   78,202
Segment operating profit $ 635,740 $ 154,664 $ 790,404 $ 12,008 $ 802,412
 
Six Months Ended, June 30, 2010  
Rental and Management

 

Network
Development
Services

Total
Domestic International Total
Segment revenues $ 744,651 $ 155,648 $ 900,299 $ 24,072 $ 924,371
Segment operating expenses 157,978 48,219 206,197 12,471 218,668
Interest income, TV Azteca, net   -   7,084   7,084   -   7,084
Segment Gross Margin   586,673   114,513   701,186   11,601   712,787
Segment selling, general, administrative
and development expense   27,561   18,951   46,512   3,110   49,622
Segment operating profit $ 559,112 $ 95,562 $ 654,674 $ 8,491 $ 663,165
UNAUDITED SELECTED FINANCIAL INFORMATION  
(In thousands, except where noted. Totals may not add due to rounding.)
     
Selected Balance Sheet Detail:
Long-term obligations summary, including current portion June 30, 2011
Commercial Mortgage Pass-Through Certificates, Series 2007-1 $ 1,750,000
Senior Unsecured Revolving Credit Facility 275,000
Senior Unsecured Term Loan 325,000
4.625% Senior Notes due 2015 599,417
7.000% Senior Notes due 2017 500,000
4.500% Senior Notes due 2018 999,264
7.250% Senior Notes due 2019 295,621
5.05% Senior Notes due 2020 699,222
South African Bridge Loan (1) 102,731
Colombian short-term credit facility (2) 78,525
Ghana Loan (3) 30,241
Other debt, including capital leases   46,822
Total debt $ 5,701,843
Cash and cash equivalents   332,542
Net debt (Total debt less cash and cash equivalents) $ 5,369,301
 

(1)

The South African Bridge Loan is a short-term facility, denominated in South African Rand.
(2) The Colombian short-term credit facility is denominated in Colombian Pesos.
(3)

The Ghana Loan is denominated in U.S. Dollars and was entered into in connection with the acquisition of towers through our joint venture in Ghana.

       

Three Months Ended,

Six Months Ended

Share count rollforward (in millions of shares): June 30, 2011 June 30, 2011
Total shares, beginning of period 397.1 398.7
Shares repurchased (2.0 ) (4.4 )
Shares issued 0.9   1.7  
  Total shares outstanding, end of period (1) 396.0   396.0  

(1

) As of June 30, 2011, excludes (a) 4.8 million potentially dilutive shares associated with vested and exercisable stock options with an average exercise price of $32.95 per share, (b) 2.9 million potentially dilutive shares associated with unvested stock options, and (c) 2.2 million potentially dilutive shares associated with unvested restricted stock units.
SELECTED STATEMENT OF OPERATIONS DETAIL:
The following table reflects the estimated impact of foreign currency exchange rate fluctuations, straight-line revenue and expense recognition and material one-time items on total rental and management revenue and Adjusted EBITDA:
       

Three Months Ended

June 30, 2011

Total rental and management revenue growth components:

Total rental and management revenue Core Growth 24.4 %
Estimated impact of fluctuations in foreign currency exchange rates 1.9 %
Impact of straight-line revenue recognition 1.5 %
Reported total rental and management revenue growth 27.9 %
 
Adjusted EBITDA growth components:
Adjusted EBITDA Core Growth 17.2 %
Estimated impact of fluctuations in foreign currency exchange rates 1.8 %
Impact of straight-line revenue and expense recognition 2.2 %
Reported Adjusted EBITDA growth 21.2 %
UNAUDITED SELECTED FINANCIAL INFORMATION        
(In thousands. Totals may not add due to rounding.)
     

Total rental and management straight-line revenue and expense:

In accordance with GAAP, the Company recognizes consolidated rental and management revenue and expense related to non-cancellable customer and ground lease agreements with fixed escalations on a straight-line basis, over the applicable lease term. As a result, the Company’s revenue recognized may differ materially from the amount of cash collected per customer lease, and the Company’s expense incurred may differ materially from the amount of cash paid per ground lease. Additional information regarding straight-line accounting can be found in the Company’s Annual Report on Form 10-K for the year ended December 31, 2010 in the section entitled "Revenue Recognition," of note 1, "Business and Summary of Significant Accounting Policies" within the notes to the consolidated financial statements. A summary of total rental and management straight-line revenue and expense, which represents the non-cash revenue and expense recorded due to straight-line recognition, is as follows:
 

Three Months Ended

Six Months Ended
June 30,   June 30,
2011   2010   2011 2010
Total rental and management operations straight-line revenue $ 30,470 $ 18,841 $ 60,313 $ 32,426
Total rental and management operations straight-line expense 8,117 5,996 15,256 13,151
 
 
Three Months Ended Six Months Ended
June 30,   June 30,
Selling, general, administrative and development expense breakout: 2011 2010   2011 2010
Total rental and management overhead $ 39,350 $ 23,337 $ 74,990 $ 46,512
Network development services segment overhead 1,549 1,491 3,212 3,110
Corporate and development expenses 19,735 15,527 36,206 30,695
Stock-based compensation expense   11,687   13,228     24,045   26,792  
Total $ 72,321 $ 53,582   $ 138,453 $ 107,109  
 
SELECTED CASH FLOW DETAIL:
Three Months Ended Six Months Ended
June 30,   June 30,
Payments for purchase of property and equipment and construction activities: 2011 2010     2011   2010
Discretionary capital projects $ 75,205 $ 46,762 $ 132,035 $ 78,898
Discretionary ground lease purchases 28,024 17,755 48,554 26,566
Redevelopment 15,164 5,158 22,869 10,816
Capital improvements 14,208 5,026 24,364 11,874
Corporate   6,078   2,753     8,759   4,356  
Total $ 138,679 $ 77,454   $ 236,580 $ 132,510  
UNAUDITED SELECTED FINANCIAL INFORMATION      
(Totals may not add due to rounding.)
     
SELECTED PORTFOLIO DETAIL - OWNED SITES:
 
Three months ended June 30, 2011 Wireless Broadcast

DAS

Total
Beginning sites 36,482 467 235 37,184
New construction 218 - 10 228
Acquisitions 628 - 17 645
Adjustments/Reductions (10 ) - 1 (9 )
Ending sites 37,318   467 263 38,048  
 
As of June 30, 2011 Wireless Broadcast DAS Total
Domestic 20,850 268 240 21,358
International 16,468   199 23 16,690  
Total sites 37,318   467

263

38,048  
 
International Supplemental Detail as of June 30, 2011 Wireless Broadcast DAS Total
Brazil 2,387 - 20 2,407
Chile 424 - - 424
Colombia 1,139 - - 1,139
Ghana 400 - - 400
India 8,015 - - 8,015
Mexico 2,669 199 3 2,871
Peru 475 - - 475
South Africa 959   - - 959  
Total International sites 16,468   199 23 16,690  

UNAUDITED RECONCILIATIONS TO GAAP MEASURES AND THE CALCULATION OF DEFINED FINANCIAL MEASURES
(In thousands, except where noted. Totals may not add due to rounding.)

             
The reconciliation of net income to Adjusted EBITDA and the calculation of Recurring Free Cash Flow, Recurring Free Cash Flow per Share and Adjusted EBITDA Margin are as follows:
 
Three Months Ended Six Months Ended
June 30, June 30,
2011 2010 2011 2010
Net income $ 113,171 $ 99,819 $ 205,132 $ 196,302
Loss (income) from discontinued operations, net   -     6     -     (29 )
Income from continuing operations   113,171     99,825     205,132     196,273  
Income from equity method investments (11 ) (10 ) (12 ) (18 )
Income tax provision 65,877 30,352 137,300 58,741
Other (income) expense (21,459 ) 6,719 (35,166 ) 6,323
Loss on retirement of long-term obligations - 35 - 35
Interest expense 74,512 56,074 148,939 114,491
Interest income (2,711 ) (694 ) (5,015 ) (1,196 )
Other operating expenses 9,490 5,037 21,194 9,791
Depreciation, amortization and accretion 138,558 110,403 269,789 221,238
Stock-based compensation expense   11,687     13,228     24,045     26,792  
Adjusted EBITDA $ 389,114   $ 320,969   $ 766,206   $ 632,470  
 
Adjusted EBITDA (from above) $ 389,114 $ 320,969 $ 766,206 $ 632,470
Interest expense (74,512 ) (56,074 ) (148,939 ) (114,491 )
Interest income 2,711 694 5,015 1,196
Cash paid for income taxes (14,818 ) (3,358 ) (28,295 ) (11,257 )
Straight-line revenue (30,470 ) (18,841 ) (60,313 ) (32,425 )
Straight-line expense 8,117 5,996 15,256 13,151
Redevelopment capital expenditures (15,164 ) (5,158 ) (22,869 ) (10,816 )
Capital improvement capital expenditures (14,208 ) (5,026 ) (24,364 ) (11,874 )
Corporate capital expenditures   (6,078 )   (2,753 )   (8,759 )   (4,356 )
Recurring Free Cash Flow $ 244,692   $ 236,449   $ 492,938   $ 461,597  
Divided by weighted average diluted shares outstanding   400,250     405,024     401,199     405,685  
Recurring Free Cash Flow per Share $ 0.61   $ 0.58   $ 1.23   $ 1.14  
 
Adjusted EBITDA (from above) $ 389,114 $ 320,969 $ 766,206 $ 632,470
Divided by total revenue   597,235     469,937     1,159,930     924,371  
Adjusted EBITDA Margin   65 %   68 %   66 %   68 %
UNAUDITED RECONCILIATIONS OF OUTLOOK TO GAAP MEASURES AND DEFINED FINANCIAL MEASURES
(In millions, except where noted. Totals may not add due to rounding.)        
   
The reconciliation of Income from continuing operations to Adjusted EBITDA outlook is as follows:
 
Full Year 2011
Income from continuing operations (1) $ 370 to $ 410
Interest expense 310 to 300
Depreciation, amortization and accretion 570 to 550
Stock-based compensation expense 55 to 50
Other, including other operating expenses, interest income, loss on retirement of long-term
obligations, income (loss) on equity method investments, other income (expense),
income tax provision and non-controlling interest in net earnings of subsidiaries   245 to   280  
Adjusted EBITDA $ 1,550 to $ 1,590  
 
(1) The Company has not reconciled Adjusted EBITDA outlook to net income because it does not provide guidance for net income (loss) from discontinued operations, net, which is the reconciling item between income from continuing operations and net income. As items that impact income (loss) from discontinued operations are out of the Company’s control and/or cannot be reasonably predicted, the Company is unable to provide such guidance. Accordingly, a reconciliation to net income is not available without unreasonable effort.
 
The calculation of Core Growth outlook is as follows:
Total Rental and
Management
Revenue Adjusted EBITDA
Outlook midpoint Core Growth 20.4 % 15.3 %
Estimated impact of fluctuations in foreign currency exchange rates 1.5 % 1.3 %
Impact of straight-line revenue and expense recognition (0.1 )% 0.2 %
Impact of material one-time items (0.5 )% (0.4 )%
Outlook midpoint growth 21.4 % 16.5 %

Contacts

American Tower Corporation
Leah Stearns, 617-375-7500
Director, Investor Relations

Contacts

American Tower Corporation
Leah Stearns, 617-375-7500
Director, Investor Relations