American Tower prices $1.6 billion in senior notes across three tranches

American Tower Corporation (AMT) completed a registered public offering of $1.6 billion aggregate principal amount of senior unsecured notes on Monday, according to a regulatory filing. The offering consists of $500.0 million of 5.300% senior notes due 2031, $500.0 million of 5.560% senior notes due 2033, and $600.0 million of 5.750% senior notes due 2036.

Key takeaways

• Total gross principal across all three tranches reaches $1.6 billion.
• Net proceeds total approximately $1,579.9 million after commissions and expenses.
• Proceeds will repay $600 million of 2026 notes and revolving credit.
• Interest is payable semi-annually on March 15 and September 15.

Note terms and tranches

The 2031 notes carry an interest rate of 5.300% per annum and mature on September 15, 2031. The 2033 notes bear interest at 5.560% per annum and mature on September 15, 2033. The 2036 notes bear interest at 5.750% per annum and mature on September 15, 2036. Accrued and unpaid interest on all Notes begins accruing from September 14, 2026, and is payable semi-annually in arrears on March 15 and September 15 of each year, starting March 15, 2027. Interest is computed on the basis of a 360-day year comprised of twelve 30-day months.

The company issued the Notes under an indenture dated June 2, 2025, as supplemented by a supplemental indenture dated September 14, 2026, with U.S. Bank Trust Company, National Association acting as trustee. The indenture limits the company's ability to merge, consolidate, or sell assets, and restricts the company and its subsidiaries from incurring liens exceeding 3.5x Adjusted EBITDA.

Use of proceeds

The offering resulted in aggregate net proceeds of approximately $1,579.9 million after deducting commissions and estimated expenses. The company said it intends to use the net proceeds to repay $600.0 million aggregate principal amount of its 1.450% senior unsecured notes due 2026, to repay existing indebtedness under its $6.0 billion senior unsecured multicurrency revolving credit facility, and for general corporate purposes.

Redemption and repurchase terms

The company may redeem the Notes at any time, in whole or in part, at its election. Redemptions occurring prior to August 15, 2031, for the 2031 notes, July 15, 2033, for the 2033 notes, or June 15, 2036, for the 2036 notes, require a price equal to 100% of the principal amount plus a make-whole premium and accrued interest. Redemptions on or after those dates require 100% of the principal amount plus accrued interest. Additionally, upon a Change of Control and Ratings Decline, the company may be required to repurchase all Notes at 101% of the principal amount plus accrued and unpaid interest.

Why it matters

The multi-tranche debt offering allows the company to refinance upcoming debt maturities, specifically addressing $600 million of notes due in 2026, while paying down revolving credit facilities. The indenture covenants also establish leverage parameters based on Adjusted EBITDA for future debt incurrence.

By the numbers

Trustee and legal counsel

U.S. Bank Trust Company, National Association serves as the trustee for the Indenture governing the Notes. Cleary Gottlieb Steen & Hamilton LLP provided the legal opinion relating to the legality of the issuance, which was filed as an exhibit to the offering documentation.