American Tower Corporation Reports Third Quarter 2009 Financial Results

November 3, 2009 7:00 AM EST

THIRD QUARTER 2009 HIGHLIGHTS

    --  Rental and management segment revenue increased to $430.5 million
    --  Cash provided by operating activities was $240.1 million
    --  Added over 570 new communications sites to our portfolio

BOSTON--(BUSINESS WIRE)-- American Tower Corporation (NYSE: AMT) today reported financial results for the third quarter ended September 30, 2009.

Jim Taiclet, American Tower's Chief Executive Officer stated, "2009 has been a very successful year thus far for American Tower, both operationally and financially. Our achievements to date include the integration of over 2,650 new communications sites into our portfolio, while maintaining our industry leading Adjusted EBITDA Margin. In addition, the recent upgrades of our credit rating to investment grade enabled us to issue 4.625% senior unsecured notes, by far the lowest cost unsecured notes we have achieved to date. These trends highlight our disciplined capital allocation process and strong balance sheet which we believe will continue to provide a foundation for strong Core Growth beyond 2009."

Operating Highlights

American Tower generated the following operating results for the quarter ended September 30, 2009 (unless otherwise indicated, all comparative information is presented against the quarter ended September 30, 2008):

Total revenues increased 8.5% to $444.1 million, and rental and management segment revenues increased 9.2% to $430.5 million. Rental and management segment revenue for the quarter ended September 30, 2009 includes $6.7 million of one-time revenue related to a termination agreement with one of the Company's broadcast customers. In addition, rental and management segment revenue growth was negatively impacted by approximately 2.1% due to foreign currency exchange rate fluctuations and 0.9% due to straight-line revenue recognition. Excluding the impact of foreign currency exchange rate fluctuations, straight-line revenue recognition and the one-time revenue item described above, our Core Growth in rental and management segment revenue was 10.3%. Rental and management segment Gross Margin increased 9.4% to $333.0 million. Network development services revenue and Gross Margin were $13.6 million and $6.1 million, respectively.

Total selling, general, administrative and development expense was $47.9 million. The Company's selling, general, administrative and development expense for the quarter included $13.0 million of stock-based compensation expense.

Adjusted EBITDA increased 9.6% to $304.2 million, and Adjusted EBITDA Margin was 68%. Adjusted EBITDA growth was negatively impacted by approximately 1.4% due to foreign currency exchange rate fluctuations and 0.8% due to straight-line revenue and expense recognition. Excluding the impact of foreign currency exchange rate fluctuations, straight-line revenue recognition and the one-time revenue item described above, our Core Growth in Adjusted EBITDA was 9.2%.

Operating income was $179.1 million and net income was $67.4 million. Net income per basic and diluted common share was $0.17.

The Company is introducing a new performance metric, Recurring Free Cash Flow, which it believes better measures the performance of its underlying assets and reflects the amount that may be available for the Company to reinvest into the business through discretionary capital expenditures and acquisitions or return to shareholders. During the quarter ended September 30, 2009, Recurring Free Cash Flow increased 16.3% to $206.0 million and Recurring Free Cash Flow per Share increased 18.6% to $0.51.

Investing Highlights

During the quarter ended September 30, 2009, cash provided by operating activities of $240.1 million, less $68.6 million in capital expenditures, resulted in Free Cash Flow of $171.5 million. Discretionary capital expenditures of $50.5 million included $32.9 million for the construction of new communications sites and the installation of shared back-up power generators and $17.6 million for the purchase of land under our towers. Additionally, the Company spent $12.0 million for capital improvements and corporate capital expenditures and $6.0 million for the augmentation of existing sites to accommodate new equipment. Separately, the Company spent $67.9 million on acquisitions.

During the quarter ended September 30, 2009, the Company completed the construction of 267 communications sites and purchased 304 communications sites, including our previously announced acquisition of 230 communications sites in Brazil. Subsequent to the end of the quarter, the Company acquired an additional 326 communications sites in India.

During the quarter ended September 30, 2009, the Company repurchased a total of 3.6 million shares of its Class A common stock for approximately $117.6 million pursuant to its stock repurchase program. As of October 23, 2009, the Company had repurchased approximately 19.9 million shares of its Class A common stock for approximately $721.3 million under its $1.5 billion stock repurchase program announced in March 2008, which includes approximately 20,800 shares of Class A common stock repurchased for approximately $0.8 million subsequent to September 30, 2009. The Company will continue to manage the pacing of the program in the future in response to general market conditions and other relevant factors.

Please refer to Non-GAAP and Defined Financial Measures on pages 3 and 4 for definitions of Rental and Management Segment Gross Margin, Network Development Services Segment Gross Margin, Adjusted EBITDA, Adjusted EBITDA Margin, Recurring Free Cash Flow, Recurring Free Cash Flow per Share, Core Growth and Free Cash Flow. For additional financial information, including reconciliations to GAAP measures, please refer to the supplemental schedules of selected financial information on pages 8 through 12.

Reaffirming Full Year 2009 Outlook

Based on its continued strong operating performance, the Company is reaffirming its Full Year 2009 Outlook that was provided on July 29, 2009.

These estimates are based on a number of assumptions that management believes to be reasonable, and reflect the Company's expectations as of November 3, 2009. Actual results may differ materially from these estimates as a result of various factors, and we refer you to the cautionary language regarding "forward-looking" statements included in this press release when considering this information.

Conference Call Information

American Tower will host a conference call today at 8:30 a.m. ET to discuss its third quarter 2009 financial results. 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:


US/Canada dial-in: (877) 235-9047

International dial-in: (706) 645-9644

Passcode: 36210079



A replay of the call will be available from 10:30 a.m. ET November 3, 2009 until 11:59 p.m. ET November 17, 2009. The replay dial-in numbers are as follows:


US/Canada dial-in: (800) 642-1687

International dial-in: (706) 645-9291

Passcode: 36210079



American Tower will also sponsor a live simulcast of the call on its website, www.americantower.com. When available, a replay of the call will be available on the Company's website.

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 approximately 26,700 communications sites in the United States, Mexico, Brazil and India. 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 (GAAP) provided throughout this press release, the Company has presented the following non-GAAP and defined financial measures: Rental and Management Segment Gross Margin, Network Development Services Segment Gross Margin, Adjusted EBITDA, Adjusted EBITDA Margin, Recurring Free Cash Flow, Recurring Free Cash Flow per Share, Core Growth and Free Cash Flow. The Company defines Rental and Management Segment Gross Margin as operating income before depreciation, amortization and accretion, other operating expenses, stock-based compensation expense, corporate expenses, international business development expenses, rental and management segment overhead, network development services segment overhead, network development services segment operating expenses, network development services segment revenue, plus interest income, TV Azteca, net. The Company defines Network Development Services Segment Gross Margin as operating income before depreciation, amortization and accretion, other operating expenses, stock-based compensation expense, corporate expenses, international business development expenses, network development services segment overhead, rental and management segment overhead, rental and management segment operating expenses, and rental and management segment revenue. The Company defines Adjusted EBITDA as operating income before depreciation, amortization and accretion, other operating expenses, and stock-based compensation expense, plus interest income, TV Azteca, net. 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 rental and management segment 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 fluctuations, and material one-time items. The Company defines Free Cash Flow as cash provided by operating activities less payments for purchase of property and equipment and construction activities. 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 Rental and Management Segment Gross Margin, Network Development Services Segment Gross Margin, Adjusted EBITDA, Adjusted EBITDA Margin, Recurring Free Cash Flow, Recurring Free Cash Flow per Share, Core Growth and Free Cash Flow 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 2009 outlook, our stock repurchase programs, the financial strength of certain of our customers and foreign currency exchange rates. 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 wireless service provider customers consolidate or merge with each other to a significant degree, our growth, revenue and ability to generate positive cash flows could be adversely affected; (3) substantial leverage and debt service obligations may adversely affect us; (4) restrictive covenants in the loan agreement for the revolving credit facility and term loan, the indentures governing our debt securities, and the loan agreement related to our securitization transaction could adversely affect our business by limiting flexibility; (5) we could suffer adverse tax and other financial consequences if taxing authorities do not agree with our tax positions, or we are unable to utilize our net operating losses; (6) due to the long-term expectations of revenue from tenant leases, the tower industry is sensitive to the creditworthiness and financial strength of its tenants; (7) our foreign operations are subject to economic, political, and other risks that could adversely affect our revenues or financial position, including risks associated with foreign currency exchange rates; (8) a substantial portion of our revenue is derived from a small number of customers; (9) we anticipate that we may need additional financing to fund our stock repurchase programs, to refinance our existing indebtedness and to fund future growth and expansion initiatives; (10) new technologies could make our tower leasing business less desirable to potential tenants and result in decreasing revenues; (11) we could have liability under environmental laws; (12) 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; (13) increasing competition in the tower industry may create pricing pressures that may adversely affect us; (14) if we are unable to protect our rights to the land under our towers, it could adversely affect our business and operating results; (15) 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; (16) our towers may be affected by natural disasters and other unforeseen damage for which our insurance may not provide adequate coverage; (17) our costs could increase and our revenues could decrease due to perceived health risks from radio emissions, especially if these perceived risks are substantiated; and (18) our historical stock option granting practices are subject to ongoing governmental proceedings, which could result in fines, penalties or other liability. 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, 2009 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.


UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands)

                                                September 30,   December 31,

                                                2009            2008

ASSETS

Current assets:

Cash and cash equivalents                       $ 229,674       $ 143,077

Restricted cash                                   50,795          51,866

Short-term investments and available-for-sale     3,844           2,028
securities

Accounts receivable, net of allowances            71,271          51,313

Prepaid and other current assets                  78,723          61,415

Deferred income taxes                             191,623         163,981

Total current assets                              625,930         473,680

Property and equipment, net                       3,128,120       3,022,636

Goodwill                                          2,239,420       2,186,233

Other intangible assets, net                      1,532,400       1,566,155

Deferred income taxes                             225,728         381,428

Notes receivable and other long-term assets       643,226         581,533

Total                                           $ 8,394,824     $ 8,211,665

LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:

Accounts payable and accrued expenses           $ 165,957       $ 151,985

Accrued interest                                  47,270          28,635

Current portion of long-term obligations          7,717           1,837

Unearned revenue                                  120,057         120,188

Total current liabilities                         341,001         302,645

Long-term obligations                             4,179,038       4,331,309

Other long-term liabilities                       639,634         583,232

Total liabilities                                 5,159,673       5,217,186

STOCKHOLDERS' EQUITY

Class A Common Stock                              4,785           4,685

Additional paid-in capital                        8,352,944       8,109,224

Accumulated deficit                               (2,173,882 )    (2,356,127 )

Accumulated other comprehensive loss              (18,420    )    (20,031    )

Treasury stock                                    (2,933,612 )    (2,746,429 )

Total American Tower Corporation stockholders'    3,231,815       2,991,322
equity

Non-controlling interest                          3,336           3,157

Total stockholders' equity                        3,235,151       2,994,479

Total                                           $ 8,394,824     $ 8,211,665




UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS

(In thousands, except per share data)

                          Three Months Ended        Nine Months Ended

                          September 30,             September 30,

                          2009         2008         2009           2008

REVENUES:

Rental and management     $ 430,525    $ 394,396    $ 1,233,222    $ 1,152,722

Network development         13,580       14,872       42,919         32,458
services

Total operating revenues    444,105      409,268      1,276,141      1,185,180

OPERATING EXPENSES:

Costs of operations
(exclusive of items
shown separately below)

Rental and management       101,128      93,696       283,549        272,579

Network development         7,466        10,161       25,324         18,710
services

Depreciation,
amortization and            105,543      104,389      307,874        301,158
accretion

Selling, general,
administrative and          47,865       44,719       155,357        135,412
development expense (1)

Other operating expenses    3,026        1,936        8,228          3,308

Total operating expenses    265,028      254,901      780,332        731,167

OPERATING INCOME            179,077      154,367      495,809        454,013

OTHER INCOME (EXPENSE)

Interest income, TV         3,585        3,586        10,669         10,711
Azteca, net

Interest income             736          1,017        1,717          2,959

Interest expense            (64,122 )    (63,546 )    (188,345  )    (191,568  )

Loss on retirement of       (391    )    (959    )    (6,385    )    (1,195    )
long-term obligations

Other income (expense)      42           1,059        1,096          (1,045    )

Total other expense         (60,150 )    (58,843 )    (181,248  )    (180,138  )

INCOME FROM CONTINUING
OPERATIONS BEFORE INCOME
TAXES, MINORITY INTEREST    118,927      95,524       314,561        273,875
AND INCOME ON EQUITY
METHOD INVESTMENTS

Income tax provision        (51,348 )    (34,918 )    (139,883  )    (120,254  )

Income on equity method     3            5            20             18
investments

INCOME FROM CONTINUING      67,582       60,611       174,698        153,639
OPERATIONS

(Loss) income from
discontinued operations,    (4      )    (50     )    8,127          108,034
net

NET INCOME                  67,578       60,561       182,825        261,673

Net income attributable
to non-controlling          (223    )    (95     )    (580      )    (266      )
interest

NET INCOME ATTRIBUTABLE
TO AMERICAN TOWER         $ 67,355     $ 60,466     $ 182,245      $ 261,407
CORPORATION (AMT)

NET INCOME PER COMMON
SHARE AMOUNTS:

BASIC:

Income from continuing
operations attributable   $ 0.17       $ 0.15       $ 0.44         $ 0.39
to AMT

(Loss) income from
discontinued operations     --           --           0.02           0.27
attributable to AMT

Net income attributable   $ 0.17       $ 0.15       $ 0.46         $ 0.66
to AMT

DILUTED:

Income from continuing
operations attributable   $ 0.17       $ 0.15       $ 0.43         $ 0.36
to AMT

(Loss) income from
discontinued operations     --           --           0.02           0.26
attributable to AMT

Net income attributable   $ 0.17       $ 0.15       $ 0.45         $ 0.62
to AMT

WEIGHTED AVERAGE COMMON
SHARES OUTSTANDING:

BASIC                       397,315      393,567      397,305        396,187

DILUTED                     405,728      416,541      408,303        421,703

___

(1) Selling, general, administrative and development expense includes $12,950
and $13,249 of stock-based compensation expense for the three months ended
September 30, 2009 and September 30, 2008, respectively, and $50,124 and $43,111
of stock-based compensation expense for the nine months ended September 30, 2009
and September 30, 2008, respectively.




UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

                                                     Nine Months Ended

                                                     September 30,

                                                     2009          2008

CASH FLOWS FROM OPERATING ACTIVITIES:

Net income                                           $ 182,825     $ 261,673

Stock-based compensation expense                       50,124        43,111

Depreciation, amortization and accretion               307,874       301,158

Deferred income taxes related to discontinued          (3,174   )    (104,966 )
operations

Other non-cash items reflected in statements of        147,146       112,033
operations

Increase in net deferred rent asset                    (8,329   )    (16,651  )

Decrease (increase) in restricted cash                 4,236         (1,008   )

Increase in assets                                     (49,297  )    (15,489  )

Increase in liabilities                                17,994        6,465

Cash provided by operating activities                  649,399       586,326

CASH FLOWS FROM INVESTING ACTIVITIES:

Payments for purchase of property and equipment and    (182,427 )    (165,194 )
construction activities

Payments for acquisitions                              (161,175 )    (32,633  )

Proceeds from sale of available-for-sale securities    3,550         4,517
and other long term assets

Deposits, restricted cash and investments              (4,329   )    1,843

Cash used for investing activities                     (344,381 )    (191,467 )

CASH FLOWS FROM FINANCING ACTIVITIES:

Proceeds from issuance of senior debt                  300,000       --

Borrowings under credit facilities                     --            525,000

Repayments of notes payable, credit facilities and     (354,644 )    (326,929 )
capital leases

Purchases of Class A common stock                      (189,670 )    (631,901 )

Proceeds from stock options, warrants and stock        35,987        75,910
purchase plan

Deferred financing costs and other financing           (10,128  )    (3,827   )
activities

Cash used for financing activities                     (218,455 )    (361,747 )

Net effect of changes in foreign currency exchange     34            --
rates on cash and cash equivalents

NET INCREASE IN CASH AND CASH EQUIVALENTS              86,597        33,112

CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR           143,077       33,123

CASH AND CASH EQUIVALENTS, END OF PERIOD             $ 229,674     $ 66,235

CASH PAID FOR INCOME TAXES                           $ 32,760      $ 27,442

CASH PAID FOR INTEREST                               $ 160,567     $ 168,815




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                      September 30, 2009
current portion:                          September 30, 2009
                                                              As Adjusted (1)

Commercial Mortgage Pass-Through          $ 1,750,000         $ 1,750,000
Certificates, Series 2007-1

Senior Unsecured Revolving Credit           625,000             550,000
Facility

Senior Unsecured Term Loan                  325,000             325,000

7.125% Senior Notes due 2012                500,915             --

4.625% Senior Notes due 2015                --                  599,184

7.000% Senior Notes due 2017                500,000             500,000

7.250% Senior Notes due 2019                294,947             294,947

5.000% Convertible Notes due 2010           59,683              59,683

7.250% Senior Subordinated Notes due        288                 288
2011

XCEL Telecom Credit Facility (2)            71,206              71,206

Other debt, including capital leases        59,716              59,716

Total debt                                $ 4,186,755         $ 4,210,024

Cash and cash equivalents                   229,674

Net debt (Total debt less cash and cash   $ 3,957,081
equivalents)

___

(1) Gives effect to the following events subsequent to the end of the third
quarter: (a) the Company's use of cash on hand to repay $75.0 million under its
Senior Unsecured Revolving Credit Facility on October 19, 2009; (b) the issuance
of $600.0 million principal amount of 4.625% Senior Notes due 2015 at a price
equal to 99.864% of face value on October 20, 2009; and (c) the call for
redemption of all outstanding 7.125% Senior Notes due 2012, which is set for
November 13, 2009.

(2) The Indian rupee-denominated debt was an outstanding obligation of XCEL at
the time of the Company's acquisition of XCEL.

Share count rollforward: (In millions of shares)

Total shares outstanding, as of June 30, 2009                 395.8

Shares repurchased                                            (3.6)

Shares issued (1)                                             8.9

Total shares outstanding, as of September 30, 2009            401.1

___

(1) Includes 7.9 million shares of Class A common stock issued in connection
with the conversion of $162.1 million principal amount of the Company's 3.000%
Convertible Notes due 2010, prior to the redemption of the notes on August 27,
2009.

Aggregate potential dilutive shares from other securities
(1):(In millions of shares)

Vested and exercisable stock options with an average          7.0
exercise price of $28.62 per share (2)

Warrants - reflects shares issuable upon exercise with an     1.8
effective exercise price of $4.48 per share

Potential dilution, as of September 30, 2009                  8.8

___

(1) Excludes shares related to the Company's 5.000% Convertible Notes due 2010,
which are convertible at $51.50 per share.

(2) Excludes (a) 5.7 million unvested stock options and (b) 2.0 million unvested
restricted stock units outstanding, as of September 30, 2009.




UNAUDITED SELECTED FINANCIAL INFORMATION

(In thousands, except where noted. Totals may not add due to rounding.)

SELECTED INCOME STATEMENT 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 rental and management segment revenue and Adjusted EBITDA:

                                                             Three Months Ended

                                                             September 30, 2009

Rental and management segment revenue growth components:

Core rental and management segment revenue growth            10.3 %

Estimated impact of fluctuations in foreign currency         (2.1 )%
exchange rates

Impact of straight-line revenue recognition                  (0.9 )%

Impact of material one-time revenue item                     1.9  %

Total rental and management segment revenue growth           9.2  %

Adjusted EBITDA growth components:

Core Adjusted EBITDA growth                                  9.2  %

Estimated impact of fluctuations in foreign currency         (1.4 )%
exchange rates

Net impact of straight-line revenue and expense recognition  (0.8 )%

Impact of material one-time revenue item                     2.6  %

Total Adjusted EBITDA growth                                 9.6  %



Rental and management segment straight-line revenue and expense:

In accordance with GAAP, the Company recognizes rental and management segment revenue and expense related to non-cancelable 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, 2008. A summary of rental and management segment 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  Nine Months Ended

                                        September 30,       September 30,

                                        2009      2008      2009       2008

Rental and management segment           $ 9,827   $ 12,264  $ 28,720   $ 38,406
straight-line revenue

Rental and management segment             6,832     7,469     20,391     21,755
straight-line expense

Selling, general, administrative and    Three Months Ended  Nine Months Ended
development expense
                                        September 30,       September 30,

breakout:                               2009      2008      2009       2008

Rental and management segment overhead  $ 22,267  $ 17,514  $ 63,500   $ 49,991

Network development services segment      1,436     869       4,383      3,060
overhead

Corporate expenses (1)                    10,232    10,952    34,128     32,659

International business development        980       2,135     3,222      6,591
expenses

Stock-based compensation expense (2)      12,950    13,249    50,124     43,111

Total                                   $ 47,865  $ 44,719  $ 155,357  $ 135,412

___

(1) Includes a $3.1 million one-time reduction during the nine months ended
September 30, 2008 related to payroll tax expense.

(2) Includes $6.6 million related to the modification of certain stock option
awards during the nine months ended September 30, 2009.




UNAUDITED SELECTED FINANCIAL INFORMATION

(In thousands, except where noted. Totals may not add due to rounding.)

SELECTED INCOME STATEMENT DETAIL:

                                                              Three Months Ended

Interest expense detail:                                      September 30,

                                                              2009      2008

Commercial Mortgage Pass-Through Certificates, Series 2007-1  $ 24,542  $ 24,535

Senior Unsecured Revolving Credit Facility and Term Loan,       9,557     9,284
net of interest rate swap agreements

7.500% Senior Notes due 2012 (1)                                212       4,219

7.125% Senior Notes due 2012                                    8,842     8,575

7.000% Senior Notes due 2017                                    8,750     8,750

7.250% Senior Notes due 2019                                    5,527     ---

5.000% Convertible Notes due 2010                               746       746

3.000% Convertible Notes due 2012 (2)                           413       2,610

XCEL Telecom Credit Facility                                    2,374     ---

Other debt, including capital leases and amortization of        3,159     4,827
deferred financing costs

Total                                                         $ 64,122  $ 63,546

___

(1) During the three months ended September 30, 2009, pursuant to a tender offer
and subsequent redemption, the Company repurchased the remaining 7.500% Senior
Notes due 2012.

(2) During the three months ended September 30, 2009, the Company redeemed the
remaining 3.000% Convertible Notes due 2012 that had not been converted prior to
the redemption date.




SELECTED CASH FLOW DETAIL:

                                        Three Months Ended  Nine Months Ended
Payments for purchase of property and
equipment and construction activities:  September 30,       September 30,

                                        2009      2008      2009       2008

Discretionary - new site construction   $ 32,927  $ 29,088  $ 91,998   $ 49,024
and generator installation

Discretionary - ground lease purchases    17,637    11,448    35,183     30,868

Redevelopment                             6,035     16,856    25,031     57,053

Capital improvement                       8,212     9,087     22,651     23,954

Corporate                                 3,762     1,397     7,564      4,295

Total                                   $ 68,573  $ 67,876  $ 182,427  $ 165,194




SELECTED PORTFOLIO DETAIL - OWNED SITES:

Three Months Ended September 30, 2009  Wireless  Broadcast  In-building  Total

Beginning balance, July 1, 2009        25,212    414        176          25,802

New construction                       265       --         2            267

Acquisitions                           295       9          --           304

Adjustments/Reductions                 1         --         --           1

Ending balance, September 30, 2009     25,773    423        178          26,374




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 Operating income to Adjusted EBITDA and the calculation of
Rental and Management Segment Operating Profit, Rental and Management Gross
Margin, Network Development Services Segment Operating Profit, Network
Development Services Segment Gross Margin, Recurring Free Cash Flow, Recurring
Free Cash Flow per Share and Adjusted EBITDA Margin are as follows:

                     Three Months Ended          Nine Months Ended

                     September 30,               September 30,

                     2009          2008          2009             2008

Operating income       179,077       154,367        495,809         454,013

Depreciation,
amortization and       105,543       104,389        307,874         301,158
accretion

Other operating        3,026         1,936          8,228           3,308
expenses

Stock-based
compensation           12,950        13,249         50,124          43,111
expense

Plus: Interest
income, TV Azteca,     3,585         3,586          10,669          10,711
net

Adjusted EBITDA      $ 304,181     $ 277,527     $  872,704       $ 812,301

Corporate expenses     11,212        13,087         37,350          39,250
(1)

Network development
services segment       1,436         869            4,383           3,060
overhead

Network development
services segment       7,466         10,161         25,324          18,710
operating expenses

Network development
services segment       (13,580  )    (14,872  )     (42,919    )    (32,458    )
revenue

Rental and
Management Segment   $ 310,715     $ 286,772     $  896,842       $ 840,863
Operating Profit

Rental and
Management segment     22,267        17,514         63,500          49,991
overhead

Rental and
Management Segment   $ 332,982     $ 304,286     $  960,342       $ 890,854
Gross Margin

Adjusted EBITDA      $ 304,181     $ 277,527      $ 872,704       $ 812,301
(from above)

Corporate expenses     11,212        13,087         37,350          39,250
(1)

Rental and
Management segment     22,267        17,514         63,500          49,991
overhead

Rental and
Management segment     101,128       93,696         283,549         272,579
operating expenses

Interest income, TV    (3,585   )    (3,586   )     (10,669    )    (10,711    )
Azteca, net

Rental and
Management segment     (430,525 )    (394,396 )     (1,233,222 )    (1,152,722 )
revenue

Network Development
Services Segment     $ 4,678       $ 3,842        $ 13,212        $ 10,688
Operating Profit

Network development
services segment       1,436         869            4,383           3,060
overhead

Network Development
Services Segment     $ 6,114       $ 4,711        $ 17,595        $ 13,748
Gross Margin

Adjusted EBITDA      $ 304,181     $ 277,527      $ 872,704       $ 812,301
(from above)

Interest expense       (64,122  )    (63,546  )     (188,345   )    (191,568   )

Interest income        736           1,017          1,717           2,959

Cash paid for          (13,764  )    (5,636   )     (32,760    )    (27,442    )
income taxes

Straight-line          (9,827   )    (12,264  )     (28,720    )    (38,406    )
revenue

Straight-line          6,832         7,469          20,391          21,755
expense

Redevelopment
capital                (6,035   )    (16,856  )     (25,031    )    (57,053    )
expenditures

Capital improvement
capital                (8,212   )    (9,087   )     (22,651    )    (23,954    )
expenditures

Corporate capital      (3,762   )    (1,397   )     (7,564     )    (4,295     )
expenditures

Recurring Free Cash    206,027       177,227        589,741         494,297
Flow

Divided by weighted
average diluted        405,728       416,541        408,303         421,703
shares outstanding

Recurring Free Cash  $ 0.51        $ 0.43         $ 1.44          $ 1.17
Flow per Share

Adjusted EBITDA      $ 304,181     $ 277,527      $ 872,704       $ 812,301
(from above)

Divided by total       444,105       409,268        1,276,141       1,185,180
operating revenues

Adjusted EBITDA        68       %    68       %     68         %    69         %
Margin

___

(1) Excludes stock-based compensation expense.




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 calculation of Free Cash Flow is as follows:

                            Three Months Ended        Nine Months Ended

                            September 30,             September 30,

                            2009         2008         2009          2008

Cash provided by operating  $ 240,052    $ 227,193    $ 649,399     $ 586,326
activities

Payments for purchase of
property and equipment and    (68,573 )    (67,876 )    (182,427 )    (165,194 )
construction activities

Free Cash Flow              $ 171,479    $ 159,317    $ 466,972     $ 421,132




    Source: American Tower Corporation


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