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424B2
 filed this Form 424B2 on 12/06/2017
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DESCRIPTION OF NOTES

 

You can find the definitions of certain terms used in this description under the subheading “— Certain Definitions.” In this description, the references to “American Tower,” “we,” “us” or “our” refer only to American Tower Corporation (and not to any of its affiliates, including Subsidiaries, as defined below). The following description supplements and, to the extent inconsistent therewith, replaces the description of the general terms and provisions of the debt securities set forth in the accompanying prospectus.

 

American Tower Corporation will issue the notes under an indenture dated as of May 23, 2013, between us and U.S. Bank National Association, as trustee, as supplemented by a supplemental indenture thereto, relating to the notes. We refer to the indenture as so supplemented as the “indenture.” The terms of the notes include those stated in the indenture and those made part of the indenture by reference to the Trust Indenture Act of 1939, as amended (the “Trust Indenture Act”).

 

The following description is a summary of the material provisions of the indenture and does not restate the indenture in its entirety. We urge you to read the indenture because the indenture, and not this description, defines your rights as a holder of the notes. Copies of the indenture are available from the trustee and a copy has been filed with the registration statement of which the accompanying prospectus is a part, as set forth below under “Where You Can Find More Information.” We use certain defined terms in this description that are not defined below under “— Certain Definitions” or elsewhere in this description; these terms have the meanings assigned to them in the indenture.

 

General

 

We will issue $700.0 million aggregate principal amount of the 2023 notes and $700.0 million aggregate principal amount of the 2028 notes in this offering.

 

The notes will be issued in minimum denominations of $2,000 and multiples of $1,000 thereafter.

 

We may, without the consent of the holders of the notes, issue additional notes having the same ranking, interest rate, maturity and other terms as the notes previously issued. Any additional notes having such similar terms, together with the notes previously issued, will constitute a single series of notes under the indenture.

 

The 2023 notes will mature on June 15, 2023. The 2028 notes will mature on January 15, 2028. Accrued and unpaid interest on the 2023 notes will be payable in U.S. Dollars semi-annually in arrears on June 15 and December 15 of each year, which we refer to as “interest payment dates,” beginning on June 15, 2018 to the persons in whose names the 2023 notes are registered at the close of business on the preceding June 1 and December 1, respectively, which we refer to as “record dates.” Accrued and unpaid interest on the 2028 notes will be payable in U.S. Dollars semi-annually in arrears on January 15 and July 15 of each year, which we refer to as “interest payment dates,” beginning on July 15, 2018 to the persons in whose names the 2028 notes are registered at the close of business on the preceding January 1 and July 1, respectively, which we refer to as “record dates.” Interest on the notes will accrue from December 8, 2017 and will be computed on the basis of a 360-day year comprised of twelve 30-day months.

 

Each payment of interest on the notes will include interest accrued through the day before the applicable interest payment date. Any payment required to be made on any day that is not a Business Day will be made on the next Business Day as if made on the date that the payment was due and no interest will accrue on that payment for the period from the original payment date to the date of that payment on the next Business Day.

 

We will pay principal and interest on the notes, register the transfer of the notes and exchange the notes at our office or agency maintained for that purpose, which initially will be the Corporate Trust Office of the trustee. We may change the paying agent or registrar without prior notice to the holders of the notes, and we or any of our subsidiaries may act as paying agent or registrar. So long as the notes are represented by global debt securities, the interest payable on the notes will be paid to Cede & Co., the nominee of the depositary, or its registered assigns as the registered owner of such global debt securities, by wire transfer of immediately available funds on each of the applicable interest payment dates. If any of the notes are no longer represented by

 

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