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424B2
 filed this Form 424B2 on 12/06/2017
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Filed pursuant to Rule 424(B)(2)
Registration No. 333-211829

 

PROSPECTUS SUPPLEMENT TO

PROSPECTUS DATED JUNE 3, 2016

$1,400,000,000

 

LOGO

 

American Tower Corporation

$700,000,000 3.000% Senior Notes due 2023

$700,000,000 3.600% Senior Notes due 2028


We are offering $700.0 million of 3.000% Senior Notes due 2023 (the “2023 notes”) and $700.0 million of 3.600% Senior Notes due 2028 (the “2028 notes” and, collectively with the 2023 notes, the “notes”). We will pay cash interest on the 2023 notes on June 15 and December 15 of each year, beginning on June 15, 2018. We will pay cash interest on the 2028 notes on January 15 and July 15 of each year, beginning on July 15, 2018. The 2023 notes will mature on June 15, 2023 and the 2028 notes will mature on January 15, 2028.

The notes will be general, unsecured obligations of American Tower Corporation and will rank equally in right of payment with all other senior unsecured debt obligations of American Tower Corporation. The notes will be structurally subordinated to all existing and future indebtedness and other obligations of our subsidiaries.

We may redeem the notes at any time, in whole or in part, in cash at the applicable redemption prices described under the heading “Description of Notes—Optional Redemption.”

The notes will not be listed on any securities exchange. Currently, there is no public market for the notes.

Investing in the notes involves risks. See “Risk Factors ” beginning on page S-9 and those described as risk factors in Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2016 (the “2016 Annual Report”).


     Public Offering
Price(1)


     Underwriting
Discount(2)


     Proceeds Before
Expenses to American
Tower Corporation


 

Per 2023 note

     99.742      0.600      99.142 %

2023 note total

   $ 698,194,000      $ 4,200,000      $ 693,994,000  

Per 2028 note

     99.476      0.650      98.826

2028 note total

   $ 696,332,000      $ 4,550,000      $ 691,782,000  

Total

   $ 1,394,526,000      $ 8,750,000      $ 1,385,776,000  

(1)   Plus accrued interest, if any, from December 8, 2017, if settlement occurs after that date.
(2)   Before reimbursement of a portion of our expenses in connection with this offering, which the underwriters have agreed to make to us.

Neither the Securities and Exchange Commission (the “SEC”) nor any state securities commission has approved or disapproved of these securities or determined if this prospectus supplement or the accompanying prospectus is truthful or complete. Any representation to the contrary is a criminal offense.

The underwriters expect to deliver the notes in book-entry form only through the facilities of The Depository Trust Company for the accounts of its participants, including Clearstream Banking, société anonyme, and Euroclear Bank S.A./N.V., as operator of the Euroclear System, against payment on December 8, 2017, which is the third business day following the date of this prospectus supplement (this settlement cycle being referred to as “T+3”). Under Rule 15c6-1 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), trades in the secondary market generally are required to settle in two business days, unless the parties to the trade expressly agree otherwise. Accordingly, purchasers who wish to trade the notes on the date of this prospectus supplement will be required, by virtue of the fact that the notes initially will settle in T+3, to specify an alternate settlement cycle at the time of any such trade to prevent a failed settlement and should consult their own advisors.


Joint Book-Running Managers

BofA Merrill Lynch   Citigroup   J.P. Morgan   Morgan Stanley   Scotiabank

Senior Co-Managers

Barclays   BBVA   EA Markets   Goldman Sachs & Co. LLC   HSBC
Mizuho Securities   RBC Capital Markets   Santander   SMBC Nikko   TD Securities

Co-Managers

COMMERZBANK   Fifth Third Securities   SOCIETE GENERALE

The date of this prospectus supplement is December 5, 2017.

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