Form 8-K AMERICAN TOWER CORP /MA/ For: Nov 21

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

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FORM 8-K

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CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of Earliest Event Reported): November�21, 2014

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AMERICAN TOWER CORPORATION

(Exact Name of Registrant as Specified in Charter)

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Delaware	�	001-14195	�	65-0723837
(State or Other Jurisdiction of Incorporation)	�	(Commission File Number)	�	(IRS Employer Identification No.)

116 Huntington Avenue

Boston, Massachusetts 02116

(Address of Principal Executive Offices) (Zip Code)

(617) 375-7500

(Registrant�s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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Item�7.01

Regulation FD Disclosure.

On November�21, 2014, American Tower Corporation (the �Company�) issued a press release (the �TIM Press Release�) announcing that it has reached an agreement with TIM Celular S.A., a wholly-owned subsidiary of TIM Participa��es S.A., a publicly traded subsidiary of Telecom Italia S.p.A., to acquire two portfolios of towers in Brazil. The first portfolio includes approximately 5,240 towers. The second portfolio includes approximately 1,240 towers, which are subject to certain preemptive acquisition rights held by third parties. The total consideration is expected to be approximately 3.0 billion Brazilian Reais (approximately $1.2 billion at the current exchange rate), subject to customary adjustments. A copy of the TIM Press Release is furnished herewith as Exhibit 99.1.

On November�24, 2014, the Company issued a joint press release (the �Airtel Press Release�) with Bharti Airtel Limited announcing the entry into a definitive agreement, through Bharti Airtel Limited�s subsidiary company, Bharti Airtel International (Netherlands) BV (�Airtel�), under which the Company will acquire over 4,800 of Airtel�s communications towers in Nigeria. The total consideration is expected to be approximately $1.05 billion, subject to customary adjustments. A copy of the Airtel Press Release is furnished herewith as Exhibit 99.2.

The Company intends to finance each acquisition in a manner consistent with its previously announced leverage targets and expects each acquisition to close in the first half of 2015, subject to customary closing conditions, as well as regulatory approvals and certain other conditions.

Beginning on November�24, 2014, the Company intends to make available to investors presentation slides regarding the Company�s entrance into the Nigerian market. On that date, these presentation slides will be available on the Company�s website, www.americantower.com, under the Investor Relations tab.

Exhibits 99.1 and 99.2 are furnished herewith and shall not be deemed to be �filed� for purposes of Section�18 of the Securities Exchange Act of 1934, as amended (the �Exchange Act�), or otherwise subject to the liabilities of that section, nor shall such exhibits be deemed incorporated by reference in any filing made by the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

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Item�9.01

Financial Statements and Exhibits.

(d) Exhibits

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Exhibit No.	��	Description
99.1	��	TIM Press Release, dated November 21, 2014.
99.2	��	Airtel Press Release, dated November 24, 2014.

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

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�	�	�	�	AMERICAN TOWER CORPORATION
	�		�	(Registrant)������������������������������� �����
Date: November 24, 2014	�		�	By:	�	/s/����THOMAS A. BARTLETT��������
	�		�		�	Thomas A. Bartlett
	�		�		�	Executive Vice President and Chief Financial Officer

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EXHIBIT INDEX

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Exhibit No.	��	Description
99.1	��	TIM Press Release, dated November 21, 2014.
99.2	��	Airtel Press Release, dated November 24, 2014.

Exhibit 99.1

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Contact: Leah Stearns

Vice President, Investor Relations�& Treasurer

Telephone: (617)�375-7500

AMERICAN TOWER CORPORATION ANNOUNCES AGREEMENT TO ACQUIRE

TIM TOWER PORTFOLIO IN BRAZIL

Boston, Massachusetts � November�21, 2014 � American Tower Corporation (�American Tower�) (NYSE: AMT) today announced that it has reached an agreement with TIM Celular S.A. (�TIM�), a wholly-owned subsidiary of TIM Participa��es S.A., a publicly traded subsidiary of Telecom Italia S.p.A., to acquire two portfolios of towers in Brazil. The first portfolio includes approximately 5,240 towers. The second portfolio includes approximately 1,240 towers, which are subject to certain preemptive acquisition rights held by third parties. The total consideration is expected to be approximately 3.0 billion Brazilian Reais (approximately $1.2 billion at the current exchange rate), subject to customary adjustments. American Tower intends to finance the acquisition in a manner consistent with its previously announced leverage targets.

American Tower anticipates that the towers will generate approximately 435�million Brazilian Reais (approximately $171 million at the current exchange rate) in annual run rate revenues (which includes ground rent pass-through and existing collocation revenue), and approximately 191�million Brazilian Reais (approximately $75 million at the current exchange rate) in annual gross margin. TIM will be the anchor tenant on each portfolio under leases with 20-year initial terms.

The transactions are expected to close in the first half of 2015, subject to customary closing conditions, regulatory approval and for the second portfolio, expiration of the third parties� preemptive rights.

About American Tower

American Tower is a leading independent owner, operator and developer of wireless and broadcast communications real estate with a global portfolio of approximately 70,000 communications sites. 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 our expectations of the acquisition of certain towers, anticipated closing dates, the expected financing and consideration for the acquisition, and the anticipated accretive impact of the acquisition. These 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 September�30, 2014 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.

Adjusted Funds From Operations is a non-GAAP financial measure. For more information, see our Form 10-Q for the quarter ended September�30, 2014 under the captions �Management�s Discussion and Analysis of Financial Condition and Results of Operations � Non-GAAP Financial Measures� and �� Results of Operations.�

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Exhibit 99.2

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Bharti Airtel Contact: Raza Khan, [email protected] Ashutosh Sharma, [email protected]	��	American Tower Contact: Leah Stearns Vice President, Investor Relations and Treasurer Telephone: +1 617 375 7500

AMERICAN TOWER CORPORATION AND BHARTI AIRTEL LIMITED ANNOUNCE

AGREEMENT FOR THE SALE OF TOWER PORTFOLIO IN NIGERIA

Boston, Massachusetts and New Delhi, India � November�24, 2014:�American Tower Corporation (American Tower) (NYSE: AMT) and Bharti Airtel Limited (BSE: 532454) today announced that they have entered into a definitive agreement, through Bharti Airtel Limited�s subsidiary company, Bharti Airtel International (Netherlands) BV (Airtel), for the sale of over 4,800 of Airtel�s communications towers in Nigeria. Airtel will be the anchor tenant on the portfolio under a lease with a ten-year initial term.

�We are pleased to announce the launch of our operations in Nigeria while expanding our relationship with Airtel, one of the leading multinational operators in the world,� said Jim Taiclet, Chairman, President and Chief Executive Officer of American Tower. �With the largest population and economy in Africa and relatively underdeveloped wireless infrastructure, we view Nigeria as a tremendous growth opportunity. Further, we expect this investment to support our long-term objective of generating double-digit AFFO per share growth for our stockholders.�

Commenting on the development,�Christian de Faria, MD and Chief Executive Officer of Bharti Airtel Africa, said, �Nigeria is the largest mobile market in Africa and a key one for Airtel. This agreement, which is part of our stated philosophy of promoting infrastructure sharing, will provide us with considerable cost efficiencies and at the same time allows us to sharpen our focus on the customer.�American Tower has�a proven track record in passive infrastructure management and we look forward to benefitting from the best practices from all other countries it operates in.�

The agreement will allow Airtel to focus on its core business and customers, enable it to deleverage through debt reduction and will significantly reduce its on-going capital expenditures on passive infrastructure in Nigeria.

American Tower and Airtel expect to close the acquisition during the first half of 2015, subject to customary closing conditions and regulatory approval.

Additional information regarding the Nigerian wireless industry, tower sector and this transaction will be available on American Tower�s Investor Relations website, www.americantower.com.

About American Tower

American Tower is a leading independent owner, operator and developer of wireless and broadcast communications real estate with a global portfolio of approximately 70,000 communications sites. For more information about American Tower, please visit www.americantower.com.

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About Bharti Airtel

Bharti Airtel Limited is a leading global telecommunications company with operations in 20 countries across Asia and Africa. Headquartered in New Delhi, India, the company ranks amongst the top 4 mobile service providers globally in terms of subscribers. In India, the company�s product offerings include 2G, 3G and 4G wireless services, mobile commerce, fixed line services, high speed DSL broadband, IPTV, DTH, enterprise services including national�& international long distance services to carriers. In the rest of the geographies, it offers 2G, 3G wireless services and mobile commerce. Bharti Airtel had over 305�million customers across its operations at the end of October 2014. To know more please visit, www.airtel.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 our expectations of the acquisition of certain towers, anticipated closing dates and the anticipated accretive impact of the acquisition. These 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 September�30, 2014 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.

Adjusted Funds From Operations (AFFO) is a non-GAAP financial measure. For more information, see our Form 10-Q for the quarter ended September�30, 2014 under the captions �Management�s Discussion and Analysis of Financial Condition and Results of Operations � Non-GAAP Financial Measures� and �� Results of Operations.�

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