American Tower Corporation (NYSE: AMT) today announced that it has
entered into a definitive agreement to acquire 100% of the outstanding
common membership interests of MIP Tower Holdings LLC, a private real
estate investment trust, which is the parent company of Global Tower
Partners (“GTP”), and related companies, for a total purchase price of
approximately $4.8 billion, subject to customary adjustments. GTP is
majority owned by Macquarie Infrastructure Partners together with
minority partners including Dutch pension fund manager PGGM and
management. GTP owns and operates approximately 5,400 domestic towers,
800 domestic property interests under third-party communications sites,
and has management rights to over 9,000 domestic sites, which are
primarily rooftop assets. In addition, GTP owns 500 communications sites
in Costa Rica.
The purchase price is expected to be satisfied with approximately $3.3
billion in cash and the assumption of approximately $1.5 billion of
existing indebtedness. American Tower expects to use cash on hand and
borrowing capacity under its existing revolving credit facilities, as
supplemented by additional anticipated sources of debt financing, to
satisfy the cash consideration for this acquisition and other previously
announced acquisitions. American Tower intends to maintain its financial
and capital structure policies, consistent with investment grade credit
metrics, and expects to use the quality cash flow and margin
characteristics of the GTP portfolio to de-lever over time back to its
stated target leverage range.
American Tower expects that in aggregate, in 2014, the portfolio will
generate approximately $345 million in revenues and approximately $270
million of gross margin, and is anticipated to be immediately accretive
to Adjusted Funds From Operations (“AFFO”) upon closing.
Jim Taiclet, Chairman, President and Chief Executive Officer of American
Tower, said: “GTP has constructed and acquired an outstanding U.S.
portfolio of tower, rooftop and land assets, which is highly
complementary to that of American Tower. Moreover, GTP’s management of
these assets has been excellent, as confirmed through our rigorous due
diligence process. GTP’s towers boast a high quality customer base, a
strong position with respect to ground ownership and lease terms, and
additional structural capacity available to facilitate future leasing
activity.
With all four major domestic wireless carriers engaged in aggressive
multi-year 4G LTE deployments, we believe our acquisition of GTP
solidifies our path to achieving our strategic goals related to growing
our AFFO over the next five years.”
The transaction is subject to customary closing conditions and is
expected to close in the fourth quarter of 2013.
American Tower was advised by Goldman, Sachs & Co. and EA Markets
Securities LLC, as financial advisors, and Clifford Chance US LLP and
Sullivan & Worcester LLP, as legal advisors. GTP was advised by Deutsche
Bank Securities Inc. as exclusive financial advisor.
American Tower will host a conference call today at 8:45 a.m. ET to
discuss its transaction. 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: 53968532
When available, a replay of the call can be accessed until 11:59 p.m. ET
on October 6, 2013. The replay dial-in numbers are as follows:
U.S./Canada dial-in: (855) 859-2056
International dial-in: (404)
537-3406
Passcode: 53968532
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
wireless and broadcast communications real estate. American Tower
currently owns and operates over 56,000 communications sites in the
United States, Brazil, Chile, Colombia, Germany, Ghana, India, Mexico,
Peru, South Africa and Uganda. For more information about American
Tower, please visit www.americantower.com.
Cautionary Language Regarding Forward-Looking Statements
This press release contains statements about future events and
expectations, or “forward-looking statements,” all of which are
inherently uncertain. We have based those forward looking statements on
management’s current expectations and assumptions and not on historical
facts. Examples of these statements include, but are not limited
to, statements regarding the proposed closing of the transaction
described above, expected financial projections for the acquired
portfolios and the impact on our consolidated results, the anticipated
closing date, the expected cash consideration, and the expected sources
of funds to pay for the acquisition described above and other previously
announced acquisitions. These forward-looking statements involve a
number of risks and uncertainties. Among the important factors that
could cause actual results to differ materially from those indicated in
such forward-looking statements include market conditions for corporate
debt generally, for the securities of telecommunications companies and
for our indebtedness in particular. For other important 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 quarter ended June 30, 2013 under the
caption “Risk Factors” and in other filings we make with the Securities
and Exchange Commission. We undertake no obligation to update the
information contained in this press release to reflect subsequently
occurring events or circumstances.
AFFO is a non-GAAP financial measure. For more information, see our Form
10-Q for the quarter ended June 30, 2013 under the captions
“Management’s Discussion and Analysis of Financial Condition and Results
of Operations – Non-GAAP Financial Measures” and “– Results of
Operations.”
Copyright Business Wire 2013