American Tower Prices Three-Tranche Senior Notes Offering

American Tower Corporation priced a registered public offering of senior unsecured notes in three tranches on September 9, 2026, according to the company’s pricing announcement. The offering consists of $500.0 million aggregate principal amount of 5.300% notes due 2031, $500.0 million aggregate principal amount of 5.560% notes due 2033 and $600.0 million aggregate principal amount of 5.750% notes due 2036.

The 2031 notes are being issued at a price equal to 99.718% of face value, the 2033 notes at 99.776% of face value and the 2036 notes at 99.497% of face value. American Tower expects net proceeds of $1,579.9 million after deducting underwriting discounts and estimated offering expenses.

The company said it intends to use the net proceeds to repay $600.0 million aggregate principal amount of its 1.450% senior notes due 2026, to repay existing indebtedness under its $6.0 billion senior unsecured multicurrency revolving credit facility, and for general corporate purposes.

J.P. Morgan Securities LLC, BofA Securities, Inc., Citigroup Global Markets Inc., Morgan Stanley (MS ) & Co. LLC and Scotia Capital (USA) Inc. are acting as joint book-running managers. The offering was made under an effective shelf registration statement, Registration No. 333-287714, by means of a prospectus dated June 2, 2025 and a prospectus supplement dated September 9, 2026 filed with the Securities and Exchange Commission.

Note Terms

According to the prospectus supplement, the 2031 notes mature on September 15, 2031, the 2033 notes on September 15, 2033 and the 2036 notes on September 15, 2036. Cash interest is payable semiannually on March 15 and September 15 of each year, beginning March 15, 2027, to holders of record on the preceding March 1 and September 1, and is computed on the basis of a 360-day year of twelve 30-day months.

The notes are general unsecured obligations of American Tower Corporation and rank equally in right of payment with all of its other senior unsecured debt. They are structurally subordinated to all existing and future indebtedness and other obligations of the company’s subsidiaries, which are not guarantors of the notes, and they are effectively junior to any secured indebtedness to the extent of the assets securing it. The notes are not subject to a sinking fund.

American Tower may redeem the notes at its election, in whole or in part, at any time. For redemptions before August 15, 2031 in the case of the 2031 notes, July 15, 2033 in the case of the 2033 notes or June 15, 2036 in the case of the 2036 notes, the redemption price equals the greater of 100% of principal and a make-whole amount based on the present value of remaining scheduled payments of principal and interest discounted at the applicable Treasury Rate plus a spread, in each case plus accrued and unpaid interest. On or after those dates, which fall one, two and three months before the respective maturity dates, the redemption price is 100% of principal plus accrued and unpaid interest.

Following a Change of Control and Ratings Decline, each as defined in the supplement, American Tower is required to offer to repurchase all of the notes at a price equal to 101% of their aggregate principal amount plus accrued and unpaid interest. The indenture’s covenants limit the company’s ability to create liens and to merge, consolidate or sell assets, subject to a number of exceptions.

The notes will be issued in minimum denominations of $2,000 and multiples of $1,000 thereafter. American Tower does not intend to list the notes on any securities exchange or automated dealer quotation system, and there is currently no public market for them. The underwriters expect to deliver the notes in book-entry form through The Depository Trust Company, including Clearstream and Euroclear, on a T+3 settlement cycle. U.S. Bank Trust Company, National Association is trustee under an indenture dated June 2, 2025, and the indenture and the notes are governed by New York law.

Credit Facility and Capitalization

Pending application of the net proceeds, they may be invested temporarily in short-term marketable securities, and management will have broad discretion over their use, the supplement states. The multicurrency facility being repaid, the 2021 Multicurrency Credit Facility, matures on May 1, 2029, includes two optional renewal periods and currently bears interest at a rate equal to Term SOFR plus 0.875%. Borrowings under the facility were primarily used to repay outstanding indebtedness and for general corporate purposes, and certain of the underwriters or their affiliates are agents, lenders and arrangers under the facility and therefore may receive some of the proceeds from the notes.

The supplement’s capitalization table lists $1,085.0 million outstanding under the 2021 Multicurrency Credit Facility as of June 30, 2026, and carries the 1.450% senior notes due 2026 at $599.7 million on a historical basis; the as-adjusted column, which gives effect to the offering and the application of the net proceeds, removes the 1.450% notes entirely.

On a historical basis as of June 30, 2026, the table shows total long-term debt, including current portion, of $37,189.6 million, total equity of $10,252.5 million and total capitalization of $47,442.1 million. Cash and cash equivalents were $1,762.5 million, excluding $130.1 million of restricted funds. Footnotes to the table state that the figures do not reflect the approximately $834.1 million dividend distributed on July 13, 2026 to common stockholders of record on June 12, 2026, or repurchases of common stock made after June 30, 2026 under the company’s previously announced repurchase program.

As of June 30, 2026, the company’s subsidiaries had approximately $1.8 billion of total debt obligations excluding intercompany obligations. That amount includes $1.8 billion in secured tower revenue securities backed by the debt of two special purpose subsidiaries and secured primarily by mortgages on those subsidiaries’ interests in 5,018 broadcast and wireless communications towers and related assets, plus approximately $3.2 million under the CoreSite DE1 Note and approximately $14.4 million of finance leases. After giving effect to the transactions described in the capitalization section, the company would have had approximately $39.4 million of outstanding undrawn letters of credit netted against availability under the $6.0 billion multicurrency facility and a separate $4.0 billion senior unsecured revolving credit facility.

American Tower operates as a real estate investment trust for U.S. federal income tax purposes, and its portfolio as of June 30, 2026 included over 148,000 communications sites globally and 30 data center facilities across the United States. The supplement also discloses that on August 8, 2026, the mandatorily convertible preferred equity held by investment vehicles affiliated with Stonepeak Partners LP in the company’s U.S. data center business converted into common equity, after which American Tower holds a controlling ownership interest of approximately 64% and Stonepeak approximately 36%; the original investment agreements date to 2022.